FINAL ANALYSIS: Proofs of Claims Must be Submitted by May 7FIRST HORIZON: Fitch Holds Low-B Ratings on Two Cert. ClassesFORD MOTOR: To Invest $866 Million in Six Michigan PlantsFREMONT HOME: S&P Holds Rating on Class B-2 Debenture at BB+GLOBAL LEVERAGED: Moody's Rates $25 Million Class I Notes at B2

PINNACLE ENT: Awards $1.5 Million in Bonuses to Four ExecutivesPRESERVE AT WOODLAND: Michigan Property Auction is January 29RACHEL GREGG: Case Summary & 20 Largest Unsecured CreditorsRADNOR HOLDINGS: Court Extends Removal Period to February 19RADNOR HOLDINGS: Has Until March 19 to Decide on Leases

The Debtors relate that it will be an event of default if they usethe Lenders' Cash Collateral without further express, writtenconsent of the Lenders.

Curtis R. Smith, AMS's vice-president and chief financial officer,reminded the Court that the Debtors have secured a $75,000,000postpetition facility from Foothill. In that regard, the Debtorsobtained the express consent of the Senior Lenders to use theprepetition Cash Collateral in connection with the DIP LoanFacility.

Restrictions on Use of Cash

Mr. Smith relates that the Senior Facility imposes numerousrestrictions on the Debtors' ability to access their cash.

Before the filing of the bankruptcy case, virtually all of theDebtors' cash from operations was swept daily into an accountcontrolled by Foothill and applied to the loans outstanding, thenre-advanced as loans in accordance with the borrowing base formulaas established and adjusted by Foothill from time to time.

As of Dec. 29. 2006, the borrowing base formula under theSenior Facility totaled $64,764,447. In contrast, Mr. Smithsays, the Senior Lenders are secured by approximately$147,500,000 in accounts receivable, approximately $72,500,000 ininventory, as well as other valuable collateral includingAdvanced Marketing Services' interests in foreign subsidiaries,fixed assets and intellectual property.

Loan and Security Agreement

The Loan and Security Agreement dated April 27, 2004, among theDebtors, Wells Fargo Foothill, Inc., as agent, and a syndicate oflenders, is secured by a first priority security interest onsubstantially all of the Debtors' assets, all products andproceeds of the assets, and all cash proceeds and all other cashequivalents and cash collateral.

Prior to filing for bankruptcy, the Debtors were obligated to theSenior Lenders for the principal amount drawn on the RevolvingLoans plus accrued and unpaid interest and certain additionalunpaid fees and expenses totaling $41,514,347.

Pursuant to an Intercompany Subordination Agreement between theDebtors and certain of their subsidiaries, as Obligors, andFoothill, the parties agreed to subordinate the payment of allindebtedness, liabilities and other obligations of each Obligorowing to any other Obligor to the payment of the $41,514,347Indebtedness.

To secure all postpetition obligations due to the Lenders by theDebtors, the Debtors propose to grant the Lenders a lien withpriority and senior to all other liens, other than validlyperfected prepetition liens that would otherwise be senior andprior to the Senior Lenders' prepetition liens, on all of theDebtors' prepetition, present and future assets. Moreover, uponthe occurrence of a Default or Event of Default, each Borrowerwaives any right to use Cash Collateral.

Judge Sontchi will convene a hearing to consider approval of theDebtors' request on a final basis on Jan. 24, 2007, at 10:00 a.m.Objections, if any, are due January 22.

Based in San Diego, California, Advanced Marketing Services, Inc.-- http://www.advmkt.com/-- provides customized merchandising, wholesaling, distribution and publishing services, primarily tothe book industry. The company has operations in the U.S.,Mexico, the United Kingdom and Australia and employs approximately1,200 people worldwide.

AEGIS ASSET: Moody's Puts Ba2 Rating on Review and May Downgrade----------------------------------------------------------------Moody's Investors Service has placed on review for possibledowngrade a certificate from a deal originated in 2003 by AegisAsset Backed Securities Trust.

The actions are based on the analysis of the credit enhancementprovided by subordination, overcollateralization, and excessspread relative to the expected loss.

AJAY SPORTS: Has Interim Access to Comerica's Cash Collateral-------------------------------------------------------------The Honorable Phillip J. Shefferly of the U.S. Bankruptcy Courtfor the Eastern District of Michigan has approved, on an interimbasis, a stipulation allowing Ajay Sports Inc. and its debtor-affiliates to access cash collateral securing repayment of theirobligations to Comerica Bank.

The prepetition debt is secured by all of PGI, ProGolf.com Inc.and ProGolf of America Inc.'s assets. The debt is also securedby:

-- 1,000 shares of the PGA stock pledged to Bank under a security agreement; and

-- 5,000,040 shares of Ajay stock and 5,000,000 shares of the stock of Compusonics Video Corporation pledged by TICO, a Michigan co-partnership, to Bank.

As adequate protection, Comerica Bank is granted a securityinterest and lien in all of the Debtors' property. If theadequate protection is insufficient to protect Comerica Bank forthe Debtors' use of cash collateral, Comerica Bank's claim willhave priority under Section 507(b) of the Bankruptcy Code over alladministrative expenses incurred in the Debtors' chapter 11proceedings.

The Debtors will use the cash collateral to fund its businessoperations, preserve its goodwill and going concern value, paynormal operating expenses and purchase supplies.

Headquartered in Farmington, Mich., Ajay Sports Inc. operates thefranchise segment of its business through Pro Golf International,a 97% owned subsidiary, which was formed during 1999 and owns 100%of the outstanding stock of Pro Golf of America, and 80% of thestock of ProGolf.com, which sells golf equipment and other golf-related and sporting goods products and services over theInternet. The company and its affiliates filed for chapter 11protection on Dec. 27, 2006 (Bankr. E.D. Mich. Case Nos. 06-529289through 06-529292). Arnold S. Schafer, Esq., and Howard M. Borin,Esq., at Schafer and Weiner, PLLC, represent the Debtor in theirrestructuring efforts. When the Debtors filed for protection fromtheir creditors, they estimated assets less than $10,000 and debtsbetween $1 million to $100 million.

Judge Klien established Jan. 17, 2007, as deadline for objectionto confirmation of the Plan.

Overview of the Plan

The Debtor tells the Court that the Plan is designed to:

-- complete the orderly disposition of all of the assets of the Debtor that was largely accomplished during the bankruptcy case;

-- provide for the funding of an investigation of a potential malpractice action against the Debtor's former accountants; and

-- distribute the proceeds of the liquidation of the estate and the litigation to creditors consistent with the requirements of the Bankruptcy Code and orders of the Court entered in this case.

Treatment of Claims

Administrative Claims will be paid in full under the Plan. Inaddition, Deferred Administrative Claims will be paid pursuant toSection 6.3.3 of the Plan.

Holders of Priority Claims will be paid the allowed amount.

Prepetition Tax Claims will be paid on a pro rata basis, unlessthe claimant and the Debtor agreed to a different treatment.

Wells Fargo Bank, a secured claim holder and the Debtor'srevolving and term lender, will be paid in full. All of WellsFargo's payments during the bankruptcy case are ratified.

Other Secured Claims will be permitted to remove under the Plan.

General Unsecured Claims will be paid in full includingpostpetition interests. These claims will accrue an interestrate of 10% per annum.

Appalachian Wood Products, Unsecured Claim holder, who is alsoa member of the Official Committee of Unsecured Creditors, will bepaid pro rata with the holders of general unsecured claims.However, if AWP's claim is less than 15% of the total proceeds,AWP will be paid 15% of all funds paid to the holders of generalunsecured claims.

Shareholders Claims will be paid a pro rata distribution of theresidual amount after the liquidation of the Debtor's assets.

A full-text copy of American Moulding & Millwork Company'sDisclosure Statement is available for a fee at:

Headquartered in Sanford, North Carolina, American Mouldingand Millwork Company -- http://www.amfurniture.com/-- is a supplier of real wood furniture and cabinetry. The companyfiled for chapter 11 protection on Oct. 6, 2005 (Bankr. E.D.Calif. Case No. 05-34431). Thomas A. Willoughby, Esq., atFelderstein Fitzgerald Willoughby & Pascuzzi LLP representsthe Debtor in its restructuring efforts. Lawyers at ParkinsonPhinney represent the Official Committee of Unsecured Creditors.When the Debtor filed for protection from its creditors, it listed$17,663,776 in assets and $18,481,093 in debts.

AMERIQUEST MORTGAGE: Fitch Takes Actions on Various Debentures--------------------------------------------------------------Fitch has taken rating actions on Ameriquest Mortgage SecuritiesInc.'s home equity issues:

The affirmations, affecting approximately $833.7 million of theoutstanding balances, are taken due to a satisfactory relationshipof credit enhancement to expected losses.

In AMSI series 2003-2, classes M3 and M4 are downgraded due tomonthly losses exceeding the available excess spread in recentmonths, which has caused deterioration in theovercollateralization amount.

As of the December 2006 distribution, the OC amount of$1.1 million is below the target amount of $2 million. Monthlylosses have exceeded excess spread by an average of $135,000 overthe last six months and based on this projection, Fitch estimatesapproximately eight months before class M4 starts to be writtendown. As of the cut-off date, the collateral for series 2003-2had a weighted average original loan-to-value of 80.82%, andvirtually all of the loans from the trust were for the purpose ofrefinance. The balance of collateral in states which haveaveraged annual home price appreciation below the national averagehas increased from 35% of current balance at origination to 60% ofcurrent balance in December.

In AMSI series 2004-R4, class M4 is placed on Rating WatchNegative and classes M5 and M6 are downgraded due to monthlylosses exceeding the available excess spread in recent months,which has caused deterioration in the OC amount. As of theDecember 2006 distribution, the OC amount of $9.6 million is belowthe target amount of $13 million. As of the cut-off date, thecollateral for series 2004-R4 had a weighted average OLTV of 79%,and all of the loans from the trust were for the purpose ofrefinance. The balance of collateral in states which haveaveraged annual home price appreciation below the national averagehas increased from 35% of current balance at origination to 57% ofcurrent balance in December.

For all three transactions, the underlying collateral consists offully amortizing 15- to 30-year fixed- and adjustable-ratemortgages secured by first liens extended to subprime borrowers.As of the December distribution date, the transactions listedabove are seasoned from 26 to 45 months. The pool factors rangeapproximately from 12% to 42%.

The Ameriquest Securities loans, the retail sector for AmeriquestMortgage Securities Inc., were either originated or acquired byAmeriquest Mortgage Company. Ameriquest Mortgage Company servesas the servicer for the loans and is rated 'RPS2+' by Fitch.

AMERIQUEST MORTGAGE: S&P Cuts Ratings on Four Certificate Classes-----------------------------------------------------------------Standard & Poor's Ratings Services lowered its ratings on fourclasses from three series of mortgage pass-through certificatesissued by Ameriquest Mortgage Securities Inc.; the four ratingsremain on CreditWatch with negative implications.

In addition, the ratings on class MF-3 and MV-3 from series 2003-1were placed on CreditWatch negative. Concurrently, the ratings onsix other classes from the same three series were affirmed.

The downgrades and negative CreditWatch placements reflect theadverse performance of the collateral pools. Monthly net losseshave been consistently outpacing monthly excess interest for thesethree transactions, reducing the overcollateralization amountsbelow their respective targets. As of the December 2006distribution period, the O/C levels for series 2002-4, 2003-1,and 2003-2, were 0.38%, 0.24%, and 0.19%, respectively, comparedwith a target of 0.5% for each series.

Series 2002-4 has cumulative realized losses of 1.31% and totaldelinquencies of 27.1%, with approximately half, 14.48%, in theseverely delinquent category. This transaction is 48 monthsseasoned and has a pool factor of 8.44%. Series 2003-1 hascumulative realized losses of 1.64% and total delinquencies of28.50%, with 16.74% severely delinquent; the pool factor for thistransaction is 10.51% and it is 45 months seasoned.

The cumulative realized losses and total delinquencies for series2003-2 are 1.72% and 30.98%, respectively, with about half oftotal delinquencies, 14.85%, in the severely delinquent category.This transaction is 45 months seasoned and has a pool factor of11.20%.

Standard & Poor's will continue to closely monitor the performanceof these transactions. If losses slow to a point at which they nolonger exceed excess interest, and the level of O/C has not beenfurther eroded, Standard & Poor's will affirm the ratings andremove them from CreditWatch.

The affirmations reflect adequate actual and projected creditsupport percentages and the shifting interest structure of thetransactions.

Credit support is provided by subordination, O/C, and excessspread. The collateral consists of 30-year, adjustable-rate,fully amortizing, subprime mortgage loans secured by first lienson one- to four-family residential properties.

At the company's request, the preliminary ratings on ARAMARK'sshelf debt have been withdrawn. All ratings were removed fromCreditWatch, where they were originally placed with negativeimplications May 1, 2006, after the initial proposal to take thecompany private.

The rating outlook is negative.

At the same time, Standard & Poor's assigned its loan and recoveryratings to ARAMARK's $4.51 billion senior secured creditfacilities, consisting of a $600 million revolver, a$3,660 million term loan, and a $250 million synthetic letter ofcredit facility. The facilities were rated 'B+' with a recoveryrating of '2', indicating the expectation for substantial recoveryof principal in the event of a payment default.

In addition, Standard & Poor's assigned a 'B-' rating to thecompany's proposed $1.7 billion senior unsecured notes due 2014and to the proposed $570 million of subordinated debt due 2017.Both the senior unsecured and subordinated debt will be issuedunder Rule 144A with registration rights.

Net proceeds from the company's term loan and senior unsecured andsubordinated debt offerings, together with about $2.1 billion ofequity, will be used to finance the acquisition of ARAMARK by agroup of investors led by its chairman and CEO, Joseph Neubauer,for a transaction value of about $8.7 billion, which includes therepayment of about $1.7 billion of ARAMARK'soutstanding debt.

Pro forma for the transaction, Philadelphia, Pennsylvania-basedARAMARK will have approximately $6.5 billion of debt outstanding.

"However, due to the company's satisfactory business profile,ARAMARK can support higher-than-typical leverage for the rating.Rating support is provided by the company's good position in thecompetitive fragmented markets for food and support services, aswell as uniform and career apparel. These positions translateinto a sizable stream of recurring revenues and healthy cash flowgeneration."

The Court prohibits LECG from testifying either on behalf of oragainst ASARCO or The Doe Run Resources Corporation and neitherparty is authorized from using LECG's work product developed inconnection with ASARCO's Chapter 11 case in any litigation inwhich they are adverse to each other unless otherwise agreed to byboth parties.

The Court directs LECG and A.J. Gravel to continue providingservices to Doe Run with respect to litigations with parties otherthan ASARCO.

The LECG employees working on the matter for the Viburnum TrendHaul Roads Site Claimants will not perform any work or provide anyservices to ASARCO in connection with the estimation of the VTHRClaimants' claims, and LECG will take appropriate measures toensure that there is no disclosure of ASARCO's confidentialinformation to the VTHR Experts.

Pursuant to the settlement, TMD and Nord Resources withdrew ClaimNo. 8004 against ASARCO. All matters in dispute among ASARCO,TMD, and Nord Resources have been resolved.

The Court also dismissed, with prejudice, an adversary proceedingTMD filed, seeking determination whether an asset purchaseagreement dated March 2005 selling ASARCO LLC's mining operationin Tennessee to TMD Acquisition Corporation is an executorycontract and whether ASARCO is liable under the APA.

Additionally, TMD filed a proof of claim for $47,416,803 againstASARCO in connection with the APA.

As reported in the Troubled Company Reporter on Dec. 27, 2006,Timothy P. Dowling, Esq., at Gary, Thomasson, Hall & Marks, P.C.,in Corpus Christi, Texas, noted that ASARCO's liability under theAPA will be raised in the Adversary Proceeding and possibly, in anobjection to TMD's proof of claim that ASARCO will surely file.

Since the Adversary Proceeding and the objection to TMD's proof ofclaim raise similar issues, Mr. Dowling asserted that ASARCO'sobjection to TMD's proof of claim be consolidated and tried in theAdversary Proceeding.

Moody's has placed AT Holdings Corporation's corporate familyrating at B2.

The review was prompted by the disclosure that Eaton Corporationwill be purchasing AT Holdings for total consideration of$695 million, which includes the assumption of existing debt.

The review of AT Holdings' ratings will focus on the probabilityand nature of support from Eaton Corporation. Bank lines at ATHolding's wholly owned subsidiary, Argo-Tech, are secured. Moody'santicipates that Argo-Tech's 9.25% bonds and bank creditfacilities as well as the parent company's senior discount notescarry more restrictive and costly terms than those available toEaton itself. As a result, Moody's considers it likely that atleast some of AT Holdings' debt will be repaid subsequent to theacquisition.

If a meaningful volume of debt remains at AT Holding or Argo-Tech,Moody's will assess the availability of formal support provided byEaton. The degree and form of support will be a primarydetermining factor in assessing risk and assigning a rating.Should no formal support be provided and should independentfinancial statements for AT Holdings or Argo-Tech not remainavailable, Moody's will withdraw its ratings assigned to debtissued by those entities.

ATSI COMM: Posts $184,000 Net Loss in First Quarter Ended Oct. 31-----------------------------------------------------------------ATSI Communications Inc. reported $184,000 net loss on$6.5 million of revenues for the first quarter ended Oct. 31,2006, compared with $1.2 million of net income on $2.3 million ofrevenues for the same period in 2005.

Carrier services revenue increased $4.2 million due to theincrease in customers over the last twelve months. The increasein revenues was however offset by a $3.8 million increase in costof services which was a direct result of the increase in carrierservices revenue.

The $1.2 million net income during the first quarter endedOct. 31, 2005, was mainly due to a gain on disposal ofdiscontinued operations of $1.6 million related to the sale ofATSI's ownership in ATSIMex Personal S.A de C.V. Absent saidgain, the company would have incurred a net loss of $412,000.

At Oct. 31, 2006, the company's balance sheet showed $1.4 millionin total assets and $4.5 million in total liabilities, resultingin a $3.1 million stockholders' deficit.

The company's balance sheet at Oct. 31, 2006, also showed strainedliquidity with $1.3 million in total current assets available topay $4.3 million in total current liabilities.

Based in San Antonio, Texas, ASTI Communications Inc. (OTC BB:ATSX.OB) -- http://www.atsi.net-- through its subsidiaries, provides international telecommunications services to carriers andtelephony resellers worldwide. It offers digital voicecommunications over the internet using voice-over-Internet-protocol. The company's services include carrier, network, andcommunication. The company was founded in 1993 as AmericanTeleSource International Inc. and changed its name to ATSICommunications Inc. in 2003.

BEAR STEARNS: Moody's Rates Class I-B-3 Certificates at Ba2-----------------------------------------------------------Moody's Investors Service has assigned a rating of Aaa to thesenior certificates issued by Bear Stearns Alt-A Trust 2006-8, andratings ranging from Aa1 to Ba2 to the mezzanine and subordinatecertificates in the deal.

The securitization is backed by adjustable-rate, Alt-A mortgageloans acquired by EMC Mortgage Corporation and originated by EMC,Mid America Bank, fsb for Groups I and II, Wells Fargo Bank, N.A.for Group III and various other originators, none of whichoriginated more than 10% of the mortgage loans. The ratings arebased primarily on the credit quality of the loans and on theprotection from subordination.

In addition, the ratings for Group I are also based on theprotection from overcollateralization and excess spread. Moody'sexpects collateral losses to range from 1.45% to 1.65% for GroupI, 0.95% to 1.15% for Group II, and collateral losses to rangefrom 0.65% to 0.85% for Group III.

BEAR STEARNS: Moody's Rates Class II-B-5 Certificates at Ba1------------------------------------------------------------Moody's Investors Service has assigned an Aaa rating to the seniorcertificates issued by Bear Stearns Mortgage Funding Trust 2006-AR5, and ratings ranging from Aaa to Ba1 to the subordinatecertificates in the deal.

The securitization is backed by first lien, adjustable-rate,negative amortization Alt-A mortgage loans originated by BearStearns Residential Mortgage Corp. and EMC Mortgage Corporation.The ratings are based primarily on the credit quality of theloans, and on protection against losses from subordination,overcollateralization, and excess spread. Moody's expectscollateral losses to range from 1.15% to 1.35% for Group I andcollateral losses to range from 1% to 1.2% for Group II.

EMC will service the loans. Moody's has assigned EMC its servicerquality rating of SQ2 as primary servicer of prime loans.

BOWNE & CO: Moody's Holds Corporate Family Rating at Ba3--------------------------------------------------------Moody's Investors Service affirmed the Ba3 corporate family ratingand all other ratings of Bowne & Co. Inc.

The outlook remains positive, indicating the potential for anupgrade within the next 12 to 18 months, notwithstanding continuedshare repurchase, the cash acquisition of Vestcom, and capitalexpenditures related to headquarters relocation.

Bowne's Ba3 corporate family rating continues to reflect concernsover its inability to generate free cash flow, exposure to thecapital markets cycle, some vulnerability to the reduction indemand for printed products, and some execution and acquisitionrisk. Strong liquidity, moderate leverage, and a considerablestream of recurring revenue support the ratings.

Moody's would consider an upgrade with evidence of EBITDA marginimprovement from the current approximately 11% level and clearprogress toward a free cash flow-to-debt ratio in excess of 5%.

These are the rating actions:

* Bowne & Co., Inc.

-- Affirmed Ba3 corporate family rating

-- Affirmed Ba3 probability of default rating

-- Affirmed B2 Convertible Subordinated Notes Rating, LGD5, 87%

Headquartered in New York, New York, Bowne & Co., Inc. providesservices to help companies produce and manage their investorcommunications, including regulatory and compliance documents, andalso markets business communications, personalized statements,enrollment books and sales and marketing collateral. Its annualrevenue is approximately $800 million.

In addition, Standard & Poor's upgraded the company's bank loanratings to 'BB-' from 'B+'. The recovery ratings were raised to'1' from '2'.

"The removal from CreditWatch and bank loan ratings revisionfollows the company's successful IPO of its common stock for $65.4million--less than the potential $210 million originallyexpected," said Standard & Poor's credit analyst Jackie Oberoi.

All proceeds from the IPO are expected to be used to reduce thecompany's term loan.

"While resulting leverage remains high at about 6x, the debtreduction results in an improvement in expected recovery ofprincipal in the event of payment default," said Ms. Oberoi.

Carrols is the largest Burger King franchisee in the U.S., with330 restaurants in 13 states in the Northeast, Midwest andSoutheast U.S. The company also operates and is a franchisor of239 Pollo Tropical restaurants, primarily in Florida, and TacoCabana restaurants, primarily in Texas.

COLLINS & AIKMAN: Wants Plan-Filing Period Extended to May 14-------------------------------------------------------------Collins & Aikman Corp. and its debtor-affiliates ask the U.S.Bankruptcy Court for the Eastern District of Michigan to furtherextend:

-- their exclusive period to file a plan of reorganization from Jan. 12, 2007, through and including May 14, 2007; and

-- their exclusive period to solicit acceptances of the plan from March 14, 2007 through and including July 12, 2007,

without prejudice to the their rights to seek additionalextensions.

Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, NewYork, tells the Court, since the latest extension of theExclusivity Periods, and in connection with the pursuit of acooperative sale process, the Debtors recently negotiated acustomer agreement with their principal customers and the senior,secured lenders' agent, JPMorgan Chase Bank, N.A.

As a result of the Customer Agreement's interim approval, theDebtors filed their first amended Chapter 11 Plan and DisclosureStatement on Dec. 22, 2006. JPMorgan and the Customersagreed to support the Plan.

Mr. Schrock relates, upon information and belief, JPMorgan andthe Official Committee of Unsecured Creditors will soon reengagein negotiations regarding the Plan. Accordingly, more time isneeded to negotiate the terms of a consensual plan with theCreditors Committee and to incorporate the terms into the AmendedPlan for the Court's approval, he asserts.

The Debtors are also continuing their efforts to market and sellsubstantially all of their assets, Mr. Schrock relates. Pursuantto the Customer Agreement, the Debtors intend to complete theprocess by the end of June 2007.

The Debtors believe that it is important to the stability oftheir bankruptcy cases that they maintain their exclusive rightto propose and file a Chapter 11 Plan, and to solicit and obtainacceptances of the Plan. An extension does not harm parties-in-interest, Mr. Schrock maintains. On the other hand, he contends,the termination of the Exclusivity Periods could expose theDebtors' Chapter 11 cases to needless disruption that couldjeopardize the significant progress that the Debtors have made todate.

Moreover, the size and complexity of the Debtors' Chapter 11cases alone constitute sufficient cause for an extension,Mr. Schrock argues.

CROWN CASTLE: Global Signal Stockholders Vote on Form of Merger---------------------------------------------------------------Crown Castle International Corp. and Global Signal Inc. reportedpreliminary results of elections made by Global Signal stock-holders regarding their preferences as to the form of mergerconsideration they will receive in the pending acquisition ofGlobal Signal by Crown Castle.

The election deadline for Global Signal stockholders to have mademerger consideration elections in connection with the proposedmerger expired at 5:00 p.m., New York City time, on Jan. 8, 2007.

Of the approximately 70,713,364 shares of Global Signal commonstock outstanding and eligible to make elections as ofJan. 8, 2007:

- 68,790,391 shares, or approximately 97.3%, elected to receive cash;

- 1,844,662 shares, or approximately 2.6%, elected to receive Crown Castle common stock; and

- 78,311 shares, or approximately 0.1%, did not make a valid election.

The elections with respect to approximately 6,342,572 of theforegoing shares electing to receive cash and approximately113,777 of the foregoing shares electing to receive stock weremade pursuant to the notice of guaranteed delivery procedure,which requires the delivery of Global Signal shares to theexchange agent for the merger by 5:00 p.m., New York City time,today, Jan. 11, 2007. If the exchange agent does not receive therequired share certificates or book-entry transfer of shares bythis guaranteed delivery deadline, the Global Signal sharessubject to such election will be treated as shares that did notmake a valid election.

After the final results of the election process are determined,the actual merger consideration and the allocation of the mergerconsideration will be computed using the formula in the mergeragreement. The aggregate amount of cash that will be paid in themerger is capped at $550 million and will be reduced on a dollar-for-dollar basis to the extent of certain cash dividends and othercash distributions declared or paid by Global Signal or any of itssubsidiaries after Oct. 5, 2006 and prior to the effective time ofthe merger. No such cash dividends or other cash distributionshave been declared or paid as of Jan. 8, 2007.

About Crown Castle

Crown Castle International Corp. -- http://www.crowncastle.com/-- engineers, deploys, owns and operates shared wirelessinfrastructure, including extensive networks of towers. CrownCastle offers wireless communications coverage to 68 of the top100 United States markets and to substantially all of theAustralian population. Crown Castle owns, operates and managesover 10,600 and over 1,300 wireless communication sites in theU.S. and Australia, respectively.

DANA CORP: Court OKs Trailer Axles Amended APA with Hendrickson---------------------------------------------------------------The Hon. Burton R. Lifland of the U.S. Bankruptcy Court for theSouthern District of New York approves Dana Corp. and its debtor-affiliates' amended asset purchase agreement with Hendrickson USALLC for the sale of the Trailer Axles Business.

Hendrickson will pay approximately $32,500,000 for the Business.

The Debtors and Hendrickson amended their APA to reflect that:

* Hendrickson will pay $20,740,000, plus or minus adjustments for the domestic assets of Trailer Axles;

* Hendrickson will purchase the Canadian assets for $9,760,000 and the China assets for $2,000,000;

* The Debtors will pay an $812,500 Termination Fee to Hendrickson if an Alternative Transaction is contemplated; and

* The Debtors will reimburse Hendrickson up to $162,500 for out-of-pocket expenses.

The Debtors also filed a revised proposed order, which providesthat they and Dana Canada Corporation are not authorized to sellor assign any interests in any of the equipment that GE CanadaAsset Financing Holding Company leases to Dana Canada pursuant toa Master Lease Agreement, dated June 27, 2003, and Schedules 001and 002.

Dana Canada's obligations to GE Canada under the Lease or DanaCorp.'s guaranty will not be affected by the proposed sale.

Enterprise Welding Sought Clarification

The Debtors and Enterprise Welding and Fabricating Inc. areparties to a Trade Agreement under which Enterprise manufacturescomponents pursuant to exacting standards and specifications andin accordance with a timetable to comply with the Debtors' "justin time" production model.

According to Steven B. Beranek, Esq., at Corsaro & AssociatesCo., LPA, in Westlake, Ohio, Enterprise had not been granted anyassurance that it will continue to be a supplier to thesuccessful bidder or that it will not be forced to pay for thesub-components it ordered in anticipation of the Debtors'demands.

Mr. Beranek noted that Hendrickson USA LLC is a competitor ofthe Debtors, thus, it is possible that instead of continuing theDebtors' line of trailer axles, Hendrickson will retire the lineto increase demand for its own brand of trailer axles. ShouldHendrickson do this, it will not need the components manufacturedby Enterprise since Hendrickson's trailer axles are significantlydifferent than the Debtors' axles. Mr. Beranek said there is agreat uncertainty as to when any demand for Enterprise'scomponents will cease.

Mr. Beranek asserted that if Enterprise is not given sufficientadvance notice of the cessation of demand for the componentparts, Enterprise will experience financial distress because itwill need to pay the sub-component parts and raw materials thatit ordered in advance to meet the Debtors' needs.

Before their bankruptcy filing, the Debtors have indicated thattheir demand for component parts from Enterprise will increase.The increased orders, however, have not materialized, leavingEnterprise with excess inventory.

Mr. Beranek added that if Enterprise fails to perform itsobligations under the Trade Agreement, it maybe required torefund the payments previously made by the Debtors. The paymentswere necessary for Enterprise's business, and if it is compelledto return them, it would cause great financial distress.

Thus, Enterprise asked the Court to direct the Debtors to clarifyits responsibilities under the Trade Agreement whether it muststill provide the same level of service as it did prepetition.

Enterprise also asked the Court to direct the Debtors to assurethat:

(a) it will be reimbursed for the financial commitments it was required to make to fulfill the Debtors' production requirement; or

(b) Hendrickson or another successful bidder will purchase the components that Enterprise has already committed or will provide Enterprise with at least six months' advance notice prior to the cessation of purchasing its products.

About Dana Corp.

Toledo, Ohio-based Dana Corp. -- http://www.dana.com/-- designs and manufactures products for every major vehicle producer in theworld, and supplies drivetrain, chassis, structural, and enginetechnologies to those companies. Dana employs 46,000 people in28 countries. Dana is focused on being an essential partner toautomotive, commercial, and off-highway vehicle customers, whichcollectively produce more than 60 million vehicles annually.

The company and its affiliates filed for chapter 11 protection onMar. 3, 2006 (Bankr. S.D.N.Y. Case No. 06-10354). As of Sept. 30,2005, the Debtors listed $7,900,000,000 in total assets and$6,800,000,000 in total debts.

DANA CORP: Wants Warehouse Services Agreement with AMI Approved---------------------------------------------------------------Dana Corp. and its debtor-affiliates ask the U.S. Bankruptcy Courtfor the Southern District of New York to approve a settlementagreement and to assume an amended and modified services agreementwith American Materials Inc.

Pursuant to a Warehouse Services Agreement, the Debtors leasewarehouse space at a facility owned by American Materials Inc.located in Henderson, Kentucky. AMI also provides the Debtorswith basic services relating to the transfer, inventory andstorage of the Debtors' goods.

In exchange for the AMI Services, the Debtors pay $34,650 everymonth. The Debtors make additional payments as additionalservices are provided. The Services Agreement will expire onOct. 19, 2009, and is not terminable by the Debtors exceptupon a default by AMI.

In September 2006, AMI filed a proof of claim asserting $217,685.In November and December 2006, the Debtors paid an aggregate of$57,274 on account of certain postpetition charges under theServices Agreement.

In October 2006, AMI asked the Court to compel the Debtors tosurrender the Henderson Facility and pay AMI's administrativeclaims. The Debtors asserted that the Services Agreement is notan unexpired nonresidential real property lease, but rather is anexecutory contract that had not yet been assumed nor rejected.

The Debtors have reviewed the Services Agreement and determinedthat the AMI Services are not necessary for the entire remainingterm of the Services Agreement; the Debtors, however, requireuninterrupted access to the AMI Services at the AMI Facility inthe short term.

Corinne Ball, Esq., at Jones Day, in New York, says the Debtorsare in the process of implementing their strategic plan tostreamline their supply chain, including reducing their relianceon outside warehousing services, like those provided by AMI, andutilizing excess space in other Dana-owned facilities.

Based on their projections for the implementation of thestreamlining plan, the Debtors believe that the AMI Services willbe needed only until the end of 2007.

Ms. Ball says that if AMI's Motion to Compel is granted and theServices Agreement deemed rejected, the Debtors would experiencedisruption in their business operations due to a lack of asuitable substitute for the AMI Services or the ability tocomplete a smooth transition to another warehouse servicesprovider.

Although the Debtors believe that the Services Agreement properlyis considered an executory contract that need not be assumed orrejected until the confirmation of any plan of reorganization,Ms. Ball adds that there is no guarantee that the Debtors wouldprevail in a litigation.

Thus, to mitigate the risk and provide other benefits to theirestates, the Debtors worked with AMI to explore possibleresolutions to the parties' disputes relating to the ServicesAgreement.

The parties entered into a Settlement Agreement, which providesthat:

(a) The parties will shorten the remaining term of the Services Agreement until Dec. 31, 2007;

(b) Payment terms are extended from 30 days to net 35 days. The late fees for all invoices issued under the Services Agreement will be increased from 1% to 2% of the invoice amount and payments for any past due amounts will be made immediately after the Debtors receive written notice of payment default from AMI.

(c) The Debtors will assume the Services Agreement, as amended and modified.

(d) The Debtors will pay $67,010 to AMI as cure, in full satisfaction of their obligations under the Services Agreement.

(e) AMI will be granted an allowed general unsecured non-priority claim against the Debtors for $325,000.

(f) The parties mutually release all claims they may have against each other arising from the Services Agreement.

(g) AMI will withdraw its Motion to Compel.

Toledo, Ohio-based Dana Corp. -- http://www.dana.com/-- designs and manufactures products for every major vehicle producer in theworld, and supplies drivetrain, chassis, structural, and enginetechnologies to those companies. Dana employs 46,000 people in28 countries. Dana is focused on being an essential partner toautomotive, commercial, and off-highway vehicle customers, whichcollectively produce more than 60 million vehicles annually.

The company and its affiliates filed for chapter 11 protection onMar. 3, 2006 (Bankr. S.D.N.Y. Case No. 06-10354). As of Sept. 30,2005, the Debtors listed $7,900,000,000 in total assets and$6,800,000,000 in total debts.

DELPHI CORP: Highland Proposes Alternative Framework Agreements---------------------------------------------------------------Highland Capital Management LP asks the U.S. Bankruptcy Court forthe Southern District of New York to deny Delphi Corp. and itsdebtor-affiliates' request to enter into an equity purchase andcommitment agreement and a plan framework support agreement or, inthe alternative, reschedule a hearing on the motion on or beforeJan. 22, 2006, to allow Delphi's board of directors adequate timeto review the Highland Commitment.

Judith Elkin, Esq., at Haynes and Boone, LLP, in New York,contends that the Appaloosa Framework Agreements arefundamentally unfair to the common stockholders of DelphiCorporation and are not in Delphi's best interests for thesereasons:

-- The Appaloosa Plan Investors will receive a 1.75% Commitment Fee worth $20,000,000 to purchase Preferred Stock that they are only offering to themselves;

-- The Appaloosa Plan Investors' exclusive right to acquire Preferred Stock gives them disproportionate control of the board of directors and exclusive approval rights over future business decisions of the reorganized Company;

-- Under the Appaloosa Framework Agreements, unsecured creditors will be overpaid by approximately $232,200,000 and junior creditors will be overpaid by approximately $129,000,000 since common stock will be used to partially pay creditor claims at lower than market values;

-- The Plan Investors require Delphi to pay a $100,000,000 Break-up Fee; and

-- The Debtors filed their motion to enter into the Appaloosa Framework Agreements on December 18, 2006.

The Motion should not be heard on an expedited basis especiallywhen its review and consideration is set to occur during andshortly after a holiday period when many financial and othernecessary parties are unavailable or have limited availability,Ms. Elkin argues.

Consequently, Highland Capital Management, LP, informs the Courtthat it delivered a commitment letter to Delphi's board ofdirectors on Dec. 21, 2006. Under its Commitment Letter,Highland proposes to invest up to $4,700,000,000 in new CommonStock of reorganized Delphi in a transaction similar to theproposed Appaloosa Framework Agreements, but consistent with theprinciples of fairness embodied in the Bankruptcy Code, Ms. Elkinsays. The Highland Commitment Letter also specifies the terms ofand support for a plan of reorganization that is based on HighlandCapital's investment in the Delphi Common Stock.

According to Ms. Elkin, the Highland Commitment will providethese benefits:

-- The ability of the present board of directors to submit a proposal to the Court that is consistent with its fiduciary duties to all of its stakeholders and should garner the support of the Official Committee of Equity Security Holders.

-- Delphi's ability to obtain $4,700,000,000 of capital without offering a $1,200,000,000 preferred stock deal to the Appaloosa Plan Investors that significantly dilutes the existing stockholders, allows the Appaloosa Plan Investors to take control of the Company through its preferential acquisition of almost 30% of the Delphi's equity and grants special veto rights to the Appaloosa Plan Investors on significant Delphi transactions in the future.

-- The ability to proceed with a rights offering that does not guarantee an allocation of 6,300,000 shares to the Appaloosa Plan Investors.

-- The ability to endorse the management of the Company, as announced on December 18, 2006, while at the same time ensuring that the management will report to an independent board of directors that is not subject to the whims of and controlled by the Appaloosa Plan Investors.

-- A transaction that accepts the negotiated deal between the Company and General Motors Corporation, which should be equally supported by GM and the statutory committees.

-- A transaction that offers existing stockholders the ability to capture the economic value of the enterprise, rather than allowing the Appaloosa Plan Investors to take that value in violation of the spirit and letter of the Bankruptcy Code.

-- A transaction that will be embraced by the market because it is reflective of, and enhances, the current value of the Company.

The market recognizes the inherent fairness of the HighlandCommitment because common shares are trading 30% higher after theHighland Commitment was announced, Ms. Elkins says.

More Objections

1. U.S. Trustee

The United States Trustee opposes the Equity Purchase andCommitment Agreement and the Plan Framework Support Agreement ontwo grounds:

(i) The EPCA calls for the payment of millions of dollars of fees and expenses, as allowed administrative claims under Section 503(b)(1) of the Bankruptcy Code, to non-retained professionals for the entities that will fund the Debtors' emergence from bankruptcy. Those fees and expenses will be paid with no oversight by the statutory committees, the Fee Committee, the U.S. Trustee or the Bankruptcy Court, Alicia M. Leonhard, Esq., in New York, points out.

(ii) The PSA appears to be a sub rosa plan of reorganization that circumvents the disclosure statement and plan confirmation approval process set forth in Section 1123, 1125 and 1129 of the Bankruptcy Code. The PSA also restricts the rights of creditors and parties-in-interest to meaningfully participate in plan negotiations. "The [PSA] is no more than a term sheet for a plan that has yet to be filed. It should only be considered in the context of continued plan negotiations," Ms. Leonhard contends.

As administrative claimants, the professionals of the PlanInvestors should file applications under Section 503, rather thanobtain blanket approval of retroactive and prospective fees andexpenses without any review by parties-in-interest or the Court,Ms. Leonhard asserts.

With respect to all of the professionals except AppaloosaManagement L.P., without more information, the U.S. Trusteecannot determine whether the fees and expenses are reasonable,"actual and necessary," subject to Section 503(b)(4), or areasonable exercise of the Debtors' business judgment, Ms.Leonhard emphasizes. Moreover, Appaloosa must demonstrate thatit made a substantial contribution to the Debtors' cases inrepresenting an Ad Hoc committee of Equity Security Holders underSection 503(b)(4), Ms. Leonhard adds.

Thus, the U.S. Trustee asks the Court to order the PlanInvestors' professionals to file applications under Section 503for review and approval under the appropriate standard prior toany payment of fees and expenses under the EPCA.

Ms. Leonhard notes that the PSA dictates many of the terms of theplan. It determines the maximum aggregate of allowed unsecuredclaims. It codifies a settlement of General Motors' claimapparently without the agreement of the Official Committee ofUnsecured Creditors or the Official Committee of Equity SecurityHolders.

Under the PSA, the parties have determined the value of theshares of stock for plan distribution purposes. The parties havealso decided how much is needed to resolve the pensionobligations in an agreement that does not include the PensionBenefit Guaranty Corporation. However, there has been nodisclosure as to the how the terms were derived or opportunityfor those affected to vote, Ms. Leonhard cites.

Accordingly, the U.S. Trustee asks the Court to disapprove thePSA as a sub rosa plan.

2. IUOE Locals

The terms of the EPCA and the PSA and the rights afforded thePlan Investors will have a substantial impact on employee claimsand the Section 1113 and 1114 proceedings, Barbara S. Mehlsack,Esq., at Gorlick, Kravitz & Listhaus, P.C., in New York, avers.

Accordingly, the International Union of Operating Engineers LocalUnion Nos. 18S, 101S and 832S seek to protect the claims of theirmembers and their rights under their collective bargainingagreements.

The IUOE Locals represent 21 employees in three facilities ofDelphi, located in Rochester, New York; Olathe, Kansas; andColumbus, Ohio.

The IUOE Locals complain that the payment of $76,000,000 inCommitment Fees and $13,000,000 in Transaction Expenses under theEPCA is justified solely on the bare bones recital that theInvestors would not otherwise have entered into the terms of theEPCA.

Under the EPCA, the Plan Investors' obligation to consummate thecontemplated transactions are conditioned on the Debtors reachingconsensual agreements with its major labor union by January 31,2007, including terms and conditions affecting plant closings,asset dispositions and resolution of union claims.

"In view of [Delphi's] insistence on 'pattern bargaining' withthe IUOE Locals, seeking to bind them to the terms of the majorunion contracts, for all practical purposes the fate of the IUOELocals' agreements are in the hands of the Plan Investors," Ms.Mehlsack asserts.

The IUOE Locals have sought to negotiate with Delphi a spin offof assets and liabilities attributable to IUOE represented planparticipants to a well-funded multi-employer plan but have beenstone walled by the Debtors, according to Ms. Mehlsack. The PSA,however, provides that Delphi will do a spin off of plan assetsand liabilities without regard to Delphi's collective bargainingobligations regarding the Pension Plan for Hourly Employees, Ms.Mehlsack notes.

The PSA also provides that all employee-related obligations areflow through claims that will be unimpaired but excludescollective bargaining-related employee claims from flow thoughstatus, Ms. Mehlsack argues.

Thus, the IUOE Locals ask the Court to deny the Debtors' Motionas currently proposed.

3. IBEW and IAMAW

The International Brotherhood of Electrical Works Local 663 andInternational Association of Machinists and Aerospace WorkersDistrict 10 do not oppose the introduction of new equity throughan appropriate equity purchase agreement. IBEW and IAM, however,complain that the EPCA and the PSA, as drafted, inappropriatelyinterfere with Section 1113 and 1114 negotiations.

IBEW and IAM complain that the $76,000,000 in Commitment Fees andthe $100,000,000 Alternative Transaction Fee under the ECPA areexorbitant and utilize resources, which could otherwise befunding the Debtors' contractual obligations to their employees.

The Alternate Transaction Fee will also prevent appropriateconsideration of alternate sources of equity, Ms. Robbinsasserts. From the filing of objecting parties, it appears thatthere are alternative sources of equity, which should beconsidered before exorbitant fees are incurred, Ms. Robbinsnotes.

Moreover, since Debtors have insisted that the IBEW and IAM agreeto provisions negotiated with the UAW, the authority fornegotiating agreements between the Debtors and the IBEW and IAMis transferred to the UAW and the Investors, in violation of theprovisions of Sections 1113 and 1114 of the Bankruptcy Code.

The PSA defines what general unsecured creditors will receive -- claims will be limited to $1,700,000,000. However, the amount ofgeneral unsecured claims has not been determined and these mayinclude claims of union represented employees and retirees, Ms.Robbins points out.

Appaloosa, et al., Join In Debtors' Request

Appaloosa Management L.P., A-D Acquisition Holdings, LLC,Harbinger Capital Partners, LLC, Harbinger Del-Auto InvestmentsCompany, Ltd., and the rest of the Appaloosa Plan Investorssupport the Debtors' request and assert that the AppaloosaFramework Agreements are in the best interests of the Debtors andtheir estates.

DELPHI CORP: Judge Drain Approves Claims Estimation Procedures--------------------------------------------------------------Delphi Corp. and its debtor-affiliates obtained permission fromthe Honorable Robert D. Drain of the U.S. Bankruptcy Court for theSouthern District of New York to:

(e) limit the service of orders by Kurtzman Carson Consultants, LLC, the Debtors' claims and noticing agent, entered with respect to omnibus claims objections to avoid unnecessary costs to the Debtors' estates.

In particular, the Court rules that any response to a claimsobjection or an omnibus claims objection must:

-- be in writing;

-- conform to the Federal Rules of Bankruptcy Procedure, the Local Bankruptcy Rules for the Southern District of New York, and the Oct. 26, 2006, Amended Eighth Supplemental Case Management Order;

-- be filed with the Court in accordance with General Order M-242;

-- be submitted in hard copy form directly to the chambers of Judge Drain; and

-- be served upon the Debtors and their counsel.

Every Response must contain, at a minimum:

-- the title of the claims objection to which the Response is directed;

-- the name of the claimant and a brief description of the basis for the claim amount;

-- a concise statement setting forth the reasons why the claim should not be disallowed, expunged, reduced, or reclassified;

-- unless already set forth in the proof of claim previously filed with the Court, documentation sufficient to establish a prima facie right to payment

-- to the extent that the claim is contingent or fully or partially unliquidated, the amount that the claimant believes would be the allowable amount of its claim upon liquidation of the claim or occurrence of the contingency, as appropriate; and

-- the addresses to which the Debtors must return any reply to the Response, if different from the addresses presented in the claim.

All contested claims for which a timely Response is filed will beautomatically adjourned to a future hearing, the date of whichwill be determined by the Debtors, in their sole discretion, byserving the Claimant with a notice, Judge Drain states.

If the amount in dispute for a Contested Claim exceeds $1,000,000or a Contested Claim asserts unliquidated claims; the Claimant orthe Claimant's principal place of business, as applicable, islocated within 90 miles of Troy, Michigan; and that ContestedClaim is scheduled by the Debtors for a Claims Objection Hearing,the Debtors and the Claimant will hold an in-person meet andconfer at a neutral location in Troy, Michigan, or anotheragreeable location.

If a Contested Claim is scheduled by the Debtors for a ClaimsObjection Hearing, and if the amount in dispute for the ContestedClaim is less than or equal to $1,000,000; the Contested Claimasserts unliquidated claims and the Claimant irrevocably agreesin writing that the allowed Claim Amount will be limited to amaximum of $1,000,000; or the Claimant or the Claimant'sprincipal place of business, as applicable, is located more than90 miles from Troy, Michigan, the Debtors and the Claimant willhold a telephonic meet and confer within 10 business days ofservice of the Notice of Claims Objection Hearing.

The Court rules that the Claims Estimation Procedures will notapply to these claimants:

DELTA AIR: US Airways Ups Offer to $10.2 Billion------------------------------------------------US Airways Group, Inc. disclosed Wednesday that it has increasedits offer to merge with Delta Air Lines, Inc.

Under the revised proposal:

* Delta's unsecured creditors would receive $5.0 billion in cash and 89.5 million shares of US Airways stock.

* When applying the same valuation methodology and assumptions as described in Delta's Disclosure Statement, US Airways' advisor Citigroup estimates this new proposal will provide between $12.7 and $15.4 billion in value to Delta's unsecured creditors, which represents a significant premium over the $9.4 to 12.0 billion valuation that Delta places on its stand-alone plan.

* Based on the closing price of US Airways stock as of Tuesday, Jan. 9, 2007, the new proposal has a current market value of approximately $10.2 billion.

The merger is expected to be accretive to US Airways' earnings pershare in the first full year after completion of the merger.

The increased offer is set to expire on Feb. 1, 2007 unless thereis affirmative creditor support for commencement of due diligence,making the required filings under Hart-Scott-Rodino, as well asthe postponement of Delta's hearing on its Disclosure Statementscheduled for Feb. 7, 2007.

US Airways has committed financing from Citigroup and MorganStanley for the proposed transaction for $8.2 billion,representing $5.0 billion to fund the cash portion of the offerand $3.2 billion in refinancing existing obligations at both USAirways and Delta.

US Airways Chairman and Chief Executive Officer Doug Parkerstated, "While our original proposal offered substantially morevalue to Delta's unsecured creditors than the Delta stand-aloneplan, we are making this revised offer to eliminate any doubt thata merger with US Airways offers Delta's unsecured creditorssignificantly more value. Without the support of the creditors,our offer is set to expire on Feb. 1. It is time for this processto move forward. We continue to believe that this is the righttime to create a better airline that provides more choice toconsumers, increased job security for both airlines' employees andgenerates more value for all of our stakeholders."

Consumers across the nation will benefit from greater choice andlower fares from the "New" Delta. Since the combination ofAmerica West and US Airways in 2005, US Airways has loweredleisure and business fares by up to 83 percent in about 1,000markets. Every domestic destination served today by either USAirways or Delta will continue to be served by the New Delta,which will provide consumers across the nation access to a largernetwork that connects them to more people and places.

Employees also will benefit from working for a larger and morecompetitive airline. As US Airways has already announced,frontline employees of the New Delta will move to the higher coststructure of the combined airlines, and there will be no furloughsof frontline employees of either Delta or US Airways. Thecombination of US Airways and America West, which was accomplishedwithout any involuntary mainline furloughs despite capacityreductions of 15 percent, demonstrates that a merger can be in thebest interests of employees, not just shareholders.

"This is a transaction that makes sense for US Airwaysstockholders, Delta creditors, the employees and customers of bothcompanies, and the communities that we serve," said Mr. Parker.

The revised US Airways proposal retains the same conditions as theoriginal offer and is conditioned on satisfactory completion of adue diligence investigation, which the company believes can becompleted expeditiously, approval by Delta's Bankruptcy Court of amutually agreeable plan of reorganization that would be predicatedupon the merger, regulatory approvals, and the approval of theshareholders of US Airways.

Citigroup Corporate and Investment Banking is acting as financialadvisor to US Airways, and Skadden, Arps, Slate, Meagher & FlomLLP is acting as primary legal counsel, with Fried, Frank, Harris,Shriver & Jacobson LLP as lead antitrust counsel to US Airways.

About US Airways

Headquartered in Arlington, Virginia, US Airways Group Inc.'s(NYSE: LCC) -- http://www.usairways.com/-- primary business activity is the ownership of the common stock of:

Under a chapter 11 plan declared effective on March 31, 2003,USAir emerged from bankruptcy with the Retirement Systems ofAlabama taking a 40% equity stake in the deleveraged carrier inexchange for $240 million infusion of new capital.

The Debtors' chapter 11 plan for its second bankruptcy filingbecame effective on Sept. 27, 2005. The Debtors completed theirmerger with America West on the same date.

US Airways, US Airways Shuttle, and US Airways Express operateapproximately 3,800 flights per day and serve more than230 communities in the U.S., Canada, Europe, the Caribbean, andLatin America. The new US Airways is a member of the StarAlliance, which provides connections for customers to841 destinations in 157 countries worldwide.

DELTA AIR: Claimholders Want US Airway's Revised Offer Considered-----------------------------------------------------------------In response to US Airways Group, Inc.'s revised offer to purchaseDelta Air Lines, Inc., the Unofficial Committee of UnsecuredClaimholders of Delta Air Lines, Inc. called upon the company toprovide thoughtful and unbiased consideration to US Airways'enhanced offer.

The Unofficial Committee believes that it is in the best interestsof Delta and its stakeholders for Delta to immediately take thesesteps:

1. Provide reasonable and customary access for US Airways to perform its due diligence in a manner consistent with similar transactions.

2. Fully cooperate with US Airways to make the required filings under HSR.

4. Include the active participation and input of the Unofficial Committee's advisors with respect to the US Airways' proposal and other strategic alternatives.

5. Desist from taking actions intended to deter other companies from proposing transactions with Delta that may result in greater creditor recoveries than under a stand- alone Chapter 11 plan.

On its face, the revised offer by US Airways represents asubstantial increase from its prior bid, and, more importantly,represents a significant premium to the valuation Delta itselfplaces on its stand-alone plan. The increased US Airways' offermerits Delta's careful attention at this time in keeping with theboard's fiduciary duty to maximize value for Delta's stakeholders,including members of the Unofficial Committee.

Only after Delta adequately considers the revised US Airways'proposal and any other strategic alternative that may presentitself, will the members of the Unofficial Committee be in aposition to determine whether to support Delta's stand-alonereorganization plan.

Delta issued this preliminary statement based on its initialassessment of the revised, unsolicited merger proposal from USAirways:

"Delta's Board of Directors will fulfill its fiduciary duty toreview the revised unsolicited merger proposal announced today byUS Airways. On its face, the revised proposal does not addresssignificant concerns that have been raised about the initial USAirways proposal and, in fact, would increase the debt burden ofthe combined company by yet another $1 billion."

Standard & Poor's Ratings Services said its ratings on Delta,including the 'D' corporate credit rating, are not affected.Ratings on enhanced equipment trust certificates remain onCreditWatch with developing implications, excepting 'AAA' rated,insured EETCs, which are not on CreditWatch.

"The offer is likely to increase support among unsecured creditorsfor exploring the acquisition bid, but Delta's [and possibly USAirways'] labor groups are likely to continue to oppose themerger, and any transaction would have to clear federal antitrustreview," said Standard & poor's credit analystPhilip Baggaley.

"The increased US Airways' offer may also prompt competingbids from other airlines, most likely UAL Corp. [B/Stable/--] orpossibly Northwest Airlines Corp. [rated 'D'], which, like Delta,is in Chapter 11 but also expected to emerge in the second orthird quarter of 2007."

Additionally, the ratings on the class M-2 and M-3 certificatesremain on CreditWatch with negative implications, where they wereplaced Sept. 6, 2006. At the same time, the ratings on theremaining classes from this transaction were affirmed.

The lowered rating on class M-3 reflects realized losses that haveoutpaced excess spread. During the past seven remittance periods,realized losses have outpaced excess spread by approximately 2x.The failure of excess spread to cover monthly losses has caused acontinuous erosion of overcollateralization. As of the December2006 distribution date, overcollateralization represented 0.15% ofthe original pool balance, which isbelow the target balance of 0.35%. Severely delinquent loansrepresent 4.71% of the current pool balance, and cumulativerealized losses represent 0.72% of the original pool balance.

The affirmations are based on credit support percentages that aresufficient to maintain the current ratings.

Credit support is provided by subordination,overcollateralization, and excess spread. The underlyingcollateral consists of conventional fixed-rate residentialmortgage loans secured by first liens on one- to four-familyresidential properties. The mortgage loans have original terms tomaturity that are no greater than 30 years.

DURA AUTOMOTIVE: Panel Wants Information Access Protocol Okayed---------------------------------------------------------------The Official Committee of Unsecured Creditors in DURA AutomotiveSystems Inc. and its debtor affiliates' bankruptcy cases asks theU.S. Bankruptcy Court for the District of Delaware to approveprocedures that will not require it to disseminate confidentialand privileged information to general unsecured creditors.

On April 20, 2005, as part of the Bankruptcy Abuse Prevention &Consumer Protection Act of 2005, Congress enacted the new Section1102(b)(3) of the Bankruptcy Code. Section 1102(b)(3) states, astatutory creditors' committee appointed under Section 1102(a)will "provide access to information for creditors who (i) holdclaims of the kind represented by that committee; and (ii) are notappointed to the committee." Section 1102(b)(3)(B) provides thatthe committee will also "solicit and receive comments from thosecreditors.

Representing the Official Committee of Unsecured Creditors, M.Blake Cleary, Esq., at Young Conaway Stargatt and Taylor LLP, inWilmington, Delaware, notes that Section 1102(b)(3) does notindicate how a statutory creditors' committee should provide"access," what "information" should be provided, or what it meansto "solicit and receive comments" from creditors. There is nolegislative history to Section 1102(b)(3) to provide guidance onthe application of this new provision, he adds.

The lack of specificity in Section 1102(b)(3) creates significantissues for debtors and creditors committees, Mr. Cleary avers. Herelates that a debtor typically will share non-public informationwith a creditors committee and its retained professionals.Creditors committees use this information to assess, among otherthings, a debtor's capital structure, opportunities for therestructuring of the debtor's business in Chapter 11, the resultsof any revised operations of the debtor in the bankruptcy case,and the debtor's overall prospects for reorganization under aChapter 11 plan.

Statutory creditors committees are typically governed byconfidentiality provisions contained in their bylaws, whichprohibit its members from disclosing non-public information,Mr. Cleary notes. Because of these bylaws or other arrangementsmade with a debtor regarding confidentiality, a debtor can ensurethat the committee members will keep its information confidentialand will not use confidential information, except in connectionwith the Chapter 11 case.

The enactment of Section 1102(b)(3) raises the issue of whether astatutory creditors committee could be required to share adebtor's confidential information or otherwise privilegedinformation with any creditor represented by that committee,Mr. Cleary tells the Court.

The Creditors Committee also asks the Court to deem its membersand its advisors to be in compliance with Section 1102(b)(3) as aresult of the implementation of procedures that will govern thedissemination of information to its constituency.

Pursuant to the Procedures, the Creditors Committee will establishand maintain a Web site to make certain non-ConfidentialInformation and non-Privileged Information available to unsecuredcreditors.

The information available on the Committee Web site will include:

* the Petition Date;

* the case number that relates to the Chapter 11 Cases;

* the contact information for the Debtors (and any information hotlines that they establish), the Debtors' counsel and the Committee's counsel;

* the date by which unsecured creditors must file their proofs of claim;

* the voting deadline with respect to any Chapter 11 plan filed in the Debtors' cases;

* access to the claims docket as and when established by the Debtors or any claims and noticing agent retained in the Debtors' cases;

* a general overview of the Chapter 11 process;

* press releases (if any) made by the Debtors or the Committee;

* filings made by the Debtors with the Securities Exchange Commission;

* the Debtors' monthly operating reports;

* a list of upcoming omnibus hearing dates;

* available transcripts from all hearings in the Chapter 11 cases;

* important pleadings and orders filed in the Chapter 11 cases;

* answers to frequently asked questions;

* links to other relevant Web sites; and

* any other information that the Committee, in its sole and absolute discretion, deems appropriate which may include contact information for entities that have appeared as transferees of claims under Rule 3001(e)(2).

In addition to establishing the Web site, the Creditors Committeewill establish an e-mail address to allow unsecured creditors tosend questions and comments in connection with the Chapter 11Cases. A link to this e-mail address will be made available onthe Web site.

Pursuant to the Procedures, within five business days of thecreation of the Web site, the Committee will work with theDebtors' notice, claims and balloting agent, Kurtzman CarsonConsultants LLC, to serve a notice of the Procedures on thoseparties listed in the Debtors' creditor matrix maintained byKurtzman.

The Creditor Notice will advise creditors of the of the entry ofthe order approving the Procedures, the address of the CommitteeWeb site and the e-mail address established to allow unsecuredcreditors to send questions and comments in connection with theChapter 11 Cases.

The Procedures will not authorize or require the CreditorsCommittee to provide to any creditor or any other entity, accessto non-public information, including, without limitation,

(i) non-public information concerning the Debtors' assets, liabilities, business operations, business practices, business plans, intellectual property and trade secrets, financial projections, financial and business analysis and compilations and studies relating to the foregoing, unless the information becomes generally available to the public or is or becomes available to the Committee on a non- confidential basis, in each case to the extent that the information became so available other than by a known violation of contractual, legal or fiduciary obligation to the Debtors; and

(ii) Confidential Information -- communications among Committee members in their capacity as such, including information regarding specific positions taken by members and communications among or between Members and Committee- retained professionals.

In addition, the Procedures will not authorize or require theCreditors Committee to provide any creditor or other entity withany information subject to the attorney-client privilege orsimilar state, federal or other jurisdictional law privilege,whether the privilege is solely controlled by the Committee or isa joint privilege with the Debtors or some other party; provided,however, the Committee will be permitted, but not required, toprovide access to Privileged Information to any party providedthat:

(a) the Privileged Information is not Confidential Information, and

(b) the relevant privilege is held and controlled solely by the Committee.

The Procedures will not require the Creditors Committee to provideaccess to information or solicit comments from any entity that hasnot demonstrated to the satisfaction of the Committee, that itholds claims of the kind described in Section 1102(b)(3) of theBankruptcy Code.

The proposed Procedures, Mr. Cleary asserts, will allow theCreditors Committee to satisfy its obligation to provide access toinformation for general unsecured creditors and to solicitcomments from the creditors, thereby allowing the Committee toperform its statutory function.

Rochester Hills, Mich.-based DURA Automotive Systems, Inc.(Nasdaq: DRRA) -- http://www.DURAauto.com/-- is an independent designer and manufacturer of driver control systems, seatingcontrol systems, glass systems, engineered assemblies, structuraldoor modules and exterior trim systems for the global automotiveindustry. The company is also a supplier of similar products tothe recreation vehicle and specialty vehicle industries. DURAsells its automotive products to North American, Japanese andEuropean original equipment manufacturers and other automotivesuppliers.

EATZIS LLC: Assigns All Assets to Neligan Foley for Liquidation--------------------------------------------------------------- Eatzi's LLC has assigned all of its assets to Patrick J. Neligan,Jr., Esq., at Neligan Foley LLP for liquidation and distributionto creditors.

Creditors have until Apr. 17, 2007, to submit consent to theassignment and until June 17, 2007, to file proofs of claimagainst Eatzi's.

The consent and proof of claim forms must be filed with theassignee at this address:

City of Portland Utilities Utilities $450P.O. Box 4216Portland, OR 97208

Integra Telecom Utilities $150P.O. Box 3034Portland, OR 97208

Comcast Utilities $509605 Southwest Nimbus AvenuePortland, OR 97008

FINAL ANALYSIS: Selects Whiteford Taylor as Attorneys-----------------------------------------------------Final Analysis Communication Services Inc. asks the United StatesBankruptcy Court for the District of Maryland for permission toemploy Whiteford, Taylor & Preston LLP as its attorneys.

The professional services Whiteford Taylor is expected to performfor the Debtor include:

a) providing the Debtor legal advice with respect to its powers and duties as a debtor-in-possession and in the operation of its business and management of its property;

b) representing the Debtor in defense of any proceedings instituted to reclaim property or to obtain relief from the automatic stay under Section 362(a) of the Bankruptcy Code;

c) preparing any necessary applications, answers, orders, reports and other legal papers, and appearing on the Debtor's behalf in proceedings instituted by or against the Debtor;

d) assisting the Debtor in the preparation of schedules, statement of financial affairs, and any amendments thereto which the Debtor may be required to file;

e) assisting the Debtor in the preparation of a plan and a disclosure statement;

g) performing all of the legal services for the Debtor which may be necessary or desirable.

Documents filed with the Court do not indicate how much WhitefordTaylor will be paid for its services.

The Debtor submits that Whiteford Taylor does not represent anyinterest adverse to the Debtor or its estate and is a"disinterested person" as that term is defined in Section 101(14)of the Bankruptcy Code.

FINAL ANALYSIS: Proofs of Claims Must be Submitted by May 7-----------------------------------------------------------The U.S. Bankruptcy Court for the District of Maryland setMay 7, 2007, as the deadline for all creditors owed money by FinalAnalysis Communication Services Inc. to file formal written proofsof claim on account of claims arising before Dec. 29, 2006.

The mortgage loans consist of conventional 15- and 30-year fixed-rate mortgages extended to prime borrowers and are secured byfirst liens on one- to four-family residential properties. As ofthe December 2006 distribution date, the transactions are seasonedfrom a range of 37 to 49 months and the pool factors range fromapproximately 9% to 65%. All of the above deals were acquired andare serviced by First Horizon Home Loan Corporation, rated 'RPS2'by Fitch.

The affirmations reflect credit enhancement consistent with futureloss expectations and affect approximately $1.410 billion ofoutstanding certificates. The upgrades reflect an improvement inthe relationship between CE and future loss expectations andaffect approximately $5 million of outstanding certificates. TheCE levels for all the classes affected by the upgrades have atleast doubled their original enhancement levels since closing.There have been no collateral losses to date.

Fitch will closely monitor these transactions.

FORD MOTOR: To Invest $866 Million in Six Michigan Plants---------------------------------------------------------Ford Motor Co. is producing more fuel-efficient vehicles byinvesting $866 million to raise six Michigan plants, theAssociated Press reports.

Under the investment, $130 million would be spent for a stampingand assembly plant in Wayne, $320 million for a transmission plantin Van Dyke, $88 million for a transmission plant in Livonia,$89 million for Woodhaven Stamping, $31 million for DearbornStamping, and $208 million at a Dearborn plant.

In addition, Ford would receive state incentives of up to$151 million and could get that amount matched by localgovernments.

According to AP, the $151 million in tax abatements and otherincentives offered by the Michigan Economic Development Corp. isbased on Ford's billion-dollar commitment. The company hasreportedly said in August that it plans to invest up to$1 billion in its Detroit operations.

Local governments also have considered offering another$150 million to $170 million in incentives, AP adds.

Citing Ford President Mark Fields, AP relates that the investmentin new products and infrastructure will help the plants become anavenue to build the best vehicles in the world.

About Ford Motor

Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) --http://www.ford.com/-- manufactures and distributes automobiles in 200 markets across six continents. With more than 324,000employees worldwide, including Mexico, the company's core andaffiliated automotive brands include Aston Martin, Ford, Jaguar,Land Rover, Lincoln, Mazda, Mercury and Volvo. Its automotive-related services include Ford Motor Credit Company and The HertzCorp.

* * *

As reported in the Troubled Company Reporter on Dec. 12, 2006,Standard & Poor's Ratings Services affirmed its 'B' bank loanand '2' recovery ratings on Ford Motor Co. after the companyincreased the size of its proposed senior secured creditfacilities to between $17.5 billion and $18.5 billion, upfrom $15 billion.

As reported in the Troubled Company Reporter on Dec. 7, 2006,Fitch Ratings downgraded Ford Motor Company's senior unsecuredratings to 'B-/RR5' from 'B/RR4' due to the increase in size ofboth the secured facilities and the senior unsecured convertiblenotes being offered.

FREMONT HOME: S&P Holds Rating on Class B-2 Debenture at BB+------------------------------------------------------------Standard & Poor's Ratings Services raised its ratings on fiveclasses from two transactions issued by Fremont Home Loan Trust.At the same time, the ratings were affirmed on the remainingclasses from these transactions.

The raised ratings are the result of an updated loan-by-loananalysis performed on the mortgage pool. The loss coverage levelsderived from the new loan-by-loan analyses were significantlylower than the original levels at issuance, primarily because ofloan seasoning, updated FICO scores, and adjusted lower loan-to-value ratios, due to property value appreciation. As a result,Standard & Poor's raised certain ratings to reflect the creditsupport provided at the new, lower loss coverage levels.

The affirmations are based on loss coverage percentages that aresufficient to maintain the current ratings. Standard & Poor'swill continue to monitor these transactions to ensure the assignedratings accurately reflect the risks associated with them.

The Moody's ratings of the Notes address the ultimate cash receiptof all required interest and principal payments, as provided bythe Notes' governing documents, and are based on the expected lossposed to Noteholders, relative to the promise of receiving thepresent value of such payments. The Moody's rating of theCombination Notes addresses the ultimate receipt of the initialClass I Combination Note Outstanding Balance and payments of theClass I Combination Note Notional Interest Rate and the Moody'sratings of the Principal Protected Notes address only the ultimatereceipt of the Notes' Rated Balance.

The ratings reflect the risks due to the diminishment of cash flowfrom the underlying portfolio consisting primarily of seniorsecured loans, mezzanine obligations, distressed obligations dueto defaults, the transaction's legal structure and thecharacteristics of the underlying assets.

Global Leveraged Capital, LLC will manage the selection,acquisition and disposition of collateral on behalf of the Issuer.This transaction was underwritten by Merrill Lynch.

GOODYEAR TIRE: Workers' Strike Could Result in $350 Million Loss----------------------------------------------------------------The Goodyear Tire & Rubber Co. disclosed that a recent strike at12 of its U.S. tire factories would result in a loss of at least$350 million, BBC News reports.

About 15,000 workers refused to work for two months, protestingthreats to jobs and health benefits. The dispute, which may havecost the company up to $35 million a week in lost production andsales, was settled in early January, BBC states.

However, Goodyear's shares rose by 1% after the company revealedthat it expects to save $610 million in the wake of new workercontracts, BBC relates.

"We recognize that there were short-term negatives from thestrike," Goodyear CEO Robert Keegan said. "However, on balance,the improvements in our system far outweigh those negatives."

According to the report, the company will set up a fund to pay forhealthcare for retired staff under the deal agreed by unionsearlier this month, but will probably close a plant in Texas by2008.

Goodyear warned that the full financial brunt of the strike willbe reflected in its fourth quarter results due to be published inFebruary. Experts predict a substantial loss for the three-monthperiod, BBC reports.

Headquartered in Akron, Ohio, The Goodyear Tire & Rubber Company(NYSE: GT) -- http://www.goodyear.com/-- is the world's largest tire company. The company manufactures tires, engineered rubberproducts and chemicals in more than 90 facilities in 28 countries.Goodyear Tire has marketing operations in almost every countryaround the world including Chile, Colombia, Guatemala and Peru inLatin America. Goodyear employs more than 80,000 peopleworldwide.

* * *

As reported in the Troubled Company Reporter on Jan. 9, FitchRatings affirmed its ratings on Goodyear Tire & Rubber Co. andremoved them from Rating Watch Negative where they were placed onOct. 18, 2006, when the company announced a $975 million drawdownof its bank revolver. Fitch affirmed Goodyear's Issuer DefaultRating at B. Fitch said the Rating Outlook is Negative.

Net operating loss for fiscal 2006 was $27.5 million compared withnet operating income of $205.6 million for the year ended Oct. 1,2005.

Net loss for the fiscal year ended Sept. 30, 2006, was$17.7 million, compared with net income of $112.2 million forfiscal year 2005. Adjusted net loss for the fiscal year endedSept. 30, 2006, was $11 million.

Adjusted net loss is a non-GAAP measure that excludes share-basedcompensation expense, costs associated with the unsolicitedacquisition proposal, and exploration of strategic alternativesand proceeds from antitrust settlements incurred or receivedduring the fiscal year.

"Conditions in the poultry industry changed significantly infiscal 2006 following the two best years in the company'shistory," president and chief executive officer John Bekkers said.

"In fiscal 2006, an oversupply of broilers and competing meats ledto a decline in broiler prices. The decrease in net sales was dueto a decline of 8.3 percent in average broiler prices for fiscal2006. We believe concern about avian influenza in export marketswas the primary cause for reduced consumption in those markets,which further contributed to greater domestic supply and lowersales prices for the year.

"Processing costs continued to increase for the fiscal year due tohigher utilities, freight and packaging costs," Bekkers added."Total feed costs were slightly lower in fiscal 2006 due to a10.8% decrease in soybean meal costs, which offset a 5.1% increasein the cost of corn. Feed costs are expected to increase in thefirst half of fiscal 2007 due to higher corn prices resulting fromthe increased demand for alternative energy production and thereduction in corn crop estimates by the USDA.

"We continue to believe that our strategy of increasing value-added and private-label products, along with improvingproductivity, will help offset some of the impact of the latestindustry downturn.

"With the opening in November 2006 of a $70 million,180,000-square-foot expansion at our poultry processing facilityin Live Oak, Florida, and the September 2006 opening of our$30 million, 80,000-square-foot expansion in Guntersville,Alabama, we mark the completion of two important steps in theexecution of our strategic capital expenditure plan. Both ofthese plants add substantial capacity for producing value-addedproducts and products that will be sold at retail markets underprivate labels."

As reported in the Troubled Company Reporter on Dec. 6, 2006,Standard & Poor's Ratings Services reported that its 'B+'corporate credit rating and other ratings on poultry processorGold Kist Inc. remain on CreditWatch with positive implications,where they were originally placed Aug. 21, 2006.

GP's ratings are supported by conservative leverage levels, thefranchise of the company and the experience of the management teamwhich bodes well for positive prospects going forward. Theratings are constrained, however, by the highly concentratednature of the intended investment portfolio, the negative cashflow implied by recurring fixed expenses versus recurring income,and the uncertainty related to the maturation period of theinvestment portfolio and GP's ability to realize investment gains.

GP is a Bermuda exempted company that consolidates the activitiesof a private equity business and an asset management business inBrazil. The company's activities started in 1993 as an assetmanager dedicated to private equity activities, managed bypartners with substantial experience in the Brazilian market. Amajor corporate reorganization was completed in 2005 inpreparation to an IPO of the company during year 2006. Thecompany is listed on the Luxembourg Stock Exchange and also has aBDS program on the Brazilian Stock Market.

Since 1993, GP has built up a successful track record in theBrazilian private equity market, having invested more than$1.4 billion in 40 companies in Brazil as of December 2006. Overtime the company has refined its investment strategies. Itcurrently looks to acquire investments only with control or jointcontrol positions, with a preference for larger companies, andwill not invest in start-ups and green field projects; while somelimits regarding maximum exposures by company or sector are inplace, GP's investment portfolio is, and will remain, highlyconcentrated.

As of end September 2006, GP managed a portfolio of twoinvestments and has reported the subscription of 4 additionalinvestments. The significant reduction in the size of theinvestment portfolio down to $83 million at end-September 2006, isthe result of the reorganization process completed in 2006, wherethe company spun off the bulk of its previous investments in threeother private equity funds and also completed the subscription of$308 million in new capital through the successful IPO in theBrazilian and Luxembourg stock market. The proceeds are expectedto be used to fund new investments in the private equity business.

In addition to its private equity business, the company throughits subsidiary GP Asset offers services focused on creating andmanaging alternative fixed-income, equity and multi-asset funds toinstitutional clients, financial intermediaries, private clientsand investment vehicles in Brazil. This business provides animportant portion of the recurring income of the company, thoughhistorically total recurring income has not been sufficient tocover operating expenses, which have been funded through theincome generated by the positive results of the valuation andexits in the investment portfolio and the maintenance of liquidityon hand for these purposes.

Given the unpredictable nature of the results and timing ofcapital gains in the investment portfolio or of the possiblepositive results in future exits of those investments and theconcentration of the portfolio, Fitch Ratings believes that a moreample array of recurring income would be needed to sustain currentoperating expenses, which will include debt service after theissue, and enhance the risk profile of the company.

The perpetual notes will have no fixed final maturity date andwill be repaid only in the event that the Issuer redeems the notesor upon acceleration due to an event of default. The notes willbe general unsubordinated obligations of the Issuer and will rank'pari passu' with the issuer's unsubordinated indebtedness. Theobligations of the Issuer under the notes will be secured by afirst priority pledge by the Issuer of shares representing 100% ofthe currently outstanding shares of GP Private Equity Ltd., andliquidity will be supported by an 18 month coupon payment reservewhich will be deposited in a trustee. The rating of the issuancerecognizes the liquidity implicit in the coupon reserve, augmentedby substantial cash currently on hand, nevertheless, the concernis that the latter is intended to be used for investments, and itsavailability at any point during the life of the debt instrumentis difficult to predict.

GRANITE BROADCASTING: Can Access $25 Mil. DIP Financing from SPCP-----------------------------------------------------------------The U.S. Bankruptcy Court for the Southern District of New Yorkapproved, on a final basis, Granite Broadcasting Corp. and itsdebtor-affiliates' request to obtain secured postpetitionfinancing of up to $25,000,000 from SPCP Group III LLC and SPCPGroup LLC.

The Debtors are authorized to immediately obtain the DIP loans,pursuant to the terms of the final order and subject to the termsof the DIP loan documents. Available financing and advancesunder the DIP financing agreement will be made to fund ongoingworking capital requirements of the Debtors.

Adequate Protection

As adequate protection for the use of the prepetition collateral,including the cash collateral, the Debtors grant valid, perfected,second priority postpetition security interests in and liens onall of the collateral to:

(1) the Existing Senior Collateral Agent, for the Existing Senior Lenders' benefit; and

The existing senior replacement liens will only be and remainsubject and subordinate to:

(i) the postpetition liens and payment of any DIP Obligations on its account;

(ii) the permitted priority liens; and

(iii) during the occurrence and continuance of an event of default, the payment of the carve-out.

The Existing Senior Replacement Liens granted to the ExistingSenior Collateral Agent are pari passu with the Existing SeniorReplacement Liens granted to the Existing Senior NoteholderTrustee, with the exception of the Binghamton collateral thatwill be determined in accordance with the existing senior debtdocuments.

The Existing Senior Replacement Liens will not at any time priorto the full satisfaction in cash of all DIP Obligations andexisting senior adequate protection obligations be made subjector subordinated to, or be made pari passu with any other lien,security interest or claim other than the permitted priorityliens, or be subject to any lien or security interest that isavoided and preserved for the benefit of the Debtors' estates.

To the extent of the existing senior collateral value diminution,if any, the Existing Senior Agents and the Existing SeniorNoteholder Trustee are also granted an allowed superpriorityadministrative claims, having priority over any other claims,which will be:

-- payable from and have recourse to all property of the Debtors and all its proceeds, including those recovered in connection with any avoidance actions or other actions arising under Chapter 5 of the Bankruptcy Code;

-- junior in priority only to the Superpriority Claim held by Silver Point Finance, LLC, as DIP Agent, for the benefit the DIP Lenders; and

-- subject only to the payment of the DIP Obligations and during the occurrence and continuance of an Event of Default, payment of the Carve-Out.

On December 15, 2006, immediate payment in cash of all accruedand unpaid fees, costs and expenses in respect of the existingsenior loan indebtedness and the existing senior noteholderindebtedness, and all other fees, costs and disbursements accruedand unpaid under any of the Existing Senior Debt Documents as ofDecember 15, and the reasonable fees and expenses of counsel tothe Existing Senior Agents and the Existing Senior NoteholderTrustee. All the fees, costs and expenses, other than the feesand expenses of counsel for the Existing Senior Agents and theExisting Senior Noteholder Trustee, will be deemed fully earned,nonrefundable, and irrevocable as of December 15.

The Existing Senior Agents and the Existing Senior NoteholderTrustee will receive current cash payment of their fees, costsand expenses, including Milbank, Emmet, Marvin & Martin LLP, andone financial advisor to the Existing Senior AdministrativeAgent. The payment of all accrued fees, costs, and expenses willnot be subject to challenge, recharacterization or reduction.Any objections to the fees must be made in writing to theExisting Senior Agents and the Existing Senior Noteholder Trusteeimmediately after the delivery of their invoices.

Limitations on Professional Expenses

Any official committee of unsecured creditors and any party-in-interest will be entitled until March 6, 2007, to investigate thevalidity, perfection, enforceability, and extent of the ExistingSenior Liens and the Existing Senior Loan Indebtedness and anypotential claims of the Debtors or their estates against theExisting Senior Agents, the Existing Senior Lenders, the ExistingSenior Noteholder Trustee, and the Existing Senior Noteholders.

The carve-out expenses, cash collateral, and proceeds of the DIPloans may be used only up to $50,000 in the aggregate for thepayment of any fees of the Creditors Committee incurred inconnection with their investigation.

In no event during the course of the Debtors' Chapter 11 caseswill actual payments of the aggregate fees and expenses of allprofessional persons retained by the Creditors Committee exceed$450,000 in the aggregate. If a committee of equity securityholders is appointed but a Creditors Committee is not, then theCreditors Committee Expense Cap will apply to the EquityCommittee and its professionals and that Equity Committee will beentitled to the entire $50,000 of the Committee litigation fund.In the event that both an Equity Committee and a CreditorsCommittee are appointed, then the $450,000 Creditors CommitteeExpense Cap will apply to both Committees, divided based on anallocation agreed to by both or approved by the Court. The$50,000 Creditors Committee Investigation Fund will apply firstto the fees and expenses of the Creditors Committee and second tothe Equity Committee.

Under all circumstances, the Creditors Committee InvestigationFund will be deducted from, and will reduce dollar-for-dollar theCreditors Committee Expense Cap, irrespective of whether thefunds are used by the Creditors Committee, the Equity Committee,or both.

Any challenge to the Existing Senior Liens or the assertion ofany other claims or causes of action of the Debtors or theirestates against any of the Existing Senior Agents, the ExistingSenior Lenders, the Existing Senior Noteholder Trustee, or theExisting Senior Noteholders must be made by commencing anadversary proceeding on or before the investigation terminationdate.

No action, inaction or acquiescence by the DIP Agent, the DIPLenders, the Existing Senior Agents, the Existing Senior Lenders,the Existing Senior Noteholder Trustee, or the Existing SeniorNoteholders will be deemed to be evidence of any of their allegedconsent to a charge against the Collateral. The DIP Agent, theDIP Lenders, the Existing Senior Agents, the Existing SeniorLenders, the Existing Senior Noteholder Trustee or the ExistingSenior Noteholders will not be subject in any way to theequitable doctrine of "marshaling" or any similar doctrine withrespect to the Collateral.

Injunction

Until the DIP Obligations and the Existing Senior AdequateProtection Obligations are indefeasibly paid in full, in cash,and completely satisfied, the Debtors will be enjoined andprohibited from granting liens on the Collateral or any portionof it to any other parties, which liens are:

* senior to, pari passu with, or junior to the liens granted to the DIP Agent, for the DIP Lenders' benefit; or

* senior to, pari passu with, or junior to the liens granted to the Existing Senior Collateral Agent, for the Existing Senior Lenders' benefit, and to the Existing Senior Noteholder Trustee for the Existing Senior Noteholders' benefit.

Any objections that have not previously been withdrawn orresolved are overruled on their merits.

About Granite Broadcasting

Headquartered in New York, Granite Broadcasting Corp.-- http://www.granitetv.com/-- owns and operates, or provides programming, sales and other services to 23 channels in 11markets: San Francisco, California; Detroit, Michigan; Buffalo,New York; Fresno, California; Syracuse, New York; Fort Wayne,Indiana; Peoria, Illinois; Duluth, Minnesota-Superior, Wisconsin;Binghamton, New York; Utica, New York and Elmira, New York. Thecompany's channel group includes affiliates of NBC, CBS, ABC, CWand My Network TV, and reaches approximately 6% of all U.S.television households.

The company and five of its debtor-affiliates filed for chapter 11protection on Dec. 11, 2006 (Bankr. S.D.N.Y. Case No. 06-12984).Ira S. Dizengoff, Esq., at Akin, Gump, Strauss, Hauer & Feld, LLP,represents the Debtors in their restructuring efforts. When theDebtors filed for protection from their creditors, it estimatedassets of $443,563,020 and debts of $641,100,000. (GraniteBroadcasting Bankruptcy News, Issue No. 5; Bankruptcy Creditors'Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000)

GRANITE BROADCASTING: Court Gives Final Nod on Cash Collateral Use------------------------------------------------------------------The Hon. Allan Gropper of the United States Bankruptcy Court forthe Southern District of New York authorized Granite BroadcastingCorp. and its debtor-affiliates, on a final basis, to use cashcollateral, which will terminate on the occurrence, at theearliest of:

(a) regardless of whether or not the DIP loan documents are effective at the time:

* the Debtors' breach of any covenant under the DIP Loan Documents, which is not cured within its terms; or

* an event of default will have occurred under the DIP Loan Documents;

(b) the earlier date on which the DIP Loans will become due and payable; and

(c) the date on which all commitments have been terminated under the Final Order and the DIP Loan Documents.

The Debtors are authorized and directed to remit to Silver PointFinance, LLC, as DIP Agent, or the DIP Lenders 100% of allcollections on, and proceeds of, the Collateral, including allaccounts receivable collections, proceeds of sales of inventory,fixed assets, or any other assets, and all other cash or cashequivalents which will at any time come into the possession orcontrol of the Debtors, or to which the Debtors will becomeentitled at any time.

The automatic stay provisions are modified to permit the DIPAgent or the DIP Lenders to retain and apply all Collateralcollections, remittances, and proceeds in accordance with theFinal Order in connection with making any investigation.

Any challenge to the Existing Senior Liens or the assertion ofany other claims or causes of action of the Debtors or theirestates against any of the Existing Senior Agents, the ExistingSenior Lenders, the Existing Senior Noteholder Trustee, or theExisting Senior Noteholders, must be made by commencing anadversary proceeding before the investigation termination date.

Financing Agreements

As reported in the Troubled Company Reporter on Dec. 15, 2006,Prior to filing for bankruptcy, the Debtors were parties to twosecured financing arrangements:

(1) a senior note indenture among Granite, certain of its subsidiaries, and The Bank of New York, dated December 22, 2003, under which 9.75% Debentures in the aggregate principal amount of $405,000,000 are due on December 1, 2010; and

(2) a credit and guaranty agreement with various financial institutions, Bank of New York, and Silver Point Finance, LLC, which provides for a $40,000,000 Tranche A term loan and a $30,000,000 convertible Tranche B term loan.

As of its bankruptcy filing, the Debtors owe:

-- not less than $405,000,000, plus accrued and unpaid interest of at least $20,899,582, plus fees, costs, and expenses incurred under the Senior Notes Indenture; and

-- not less than $70,000,000 plus accrued and unpaid interest of at least $273,287, plus fees, costs, and expenses incurred under the Senior Credit Agreement.

Bank of New York is the indenture trustee of the Existing SeniorNotes and is the collateral agent for the existing senior lendersunder the Existing Senior Credit Agreement.

Silver Point is the administrative agent for the Existing SeniorLenders.

Cash Collateral

The Debtors granted first priority liens and security interestsin favor of Bank of New York, as the Existing Senior NoteholderTrustee and as the Existing Senior Collateral Agent, on aprepetition collateral.

With the exception of the Binghamton assets, the Existing SeniorLender liens are pari passu with the Existing Senior Noteholderliens.

The Debtors require the use of the cash collateral pledged tosecure repayment of their debt obligations to make payroll and tosatisfy other working capital and operational needs.

Pursuant to Section 363(c)(2) of the Bankruptcy Code, adebtor-in-possession may not use cash collateral without theconsent of the secured party or court approval.

Monthly Cash Budget

The Debtors will limit their use of cash collateral to amountsspecified in a Monthly Budget commencing with the calendar monthending Dec. 31, 2006. A copy of that Budget is available atno charge at http://ResearchArchives.com/t/s?1707

The existing senior agents and the existing senior lendersconsent to the Debtors' use of Cash Collateral and the priming oftheir liens, subject to the adequate protection liens andpayments.

Adequate Protection

The Debtors propose to grant Bank of New York replacement liensthat will be, and remain subject and subordinate to:

(i) postpetition liens and payment of any Debtor-in-Possession obligations on its account;

(ii) permitted priority liens; and

(iii) during the occurrence and continuance of an event of default payment of the carve-out.

The Existing Senior Replacement Liens granted to the ExistingSenior Collateral Agent are pari passu with the Existing SeniorReplacement Liens granted to the Existing Senior NoteholderTrustee, except that with respect to the Binghamton collateral,the priority of the Existing Senior Replacement Liens among theExisting Senior Collateral Agent and the Existing SeniorNoteholder Trustee will be determined in accordance with theexisting senior debt documents.

Furthermore, the Debtors propose to grant the Existing SeniorAgents, the Existing Senior Lenders, the Existing SeniorNoteholder Trustee and the Existing Senior Noteholders:

* valid, perfected second priority postpetition security interests in and liens on all of the Collateral, to secure an amount equal to the aggregate diminution in the value or amount of their respective interests in the Prepetition Collateral;

* an allowed super-priority administrative expense claim, as provided for in Section 507(b), subject only to the payment of the Debtors' DIP Financing obligations, and (b) during the occurrence and continuance of an Event of Default, payment of the Carve-Out;

* immediate cash payment of all accrued and unpaid fees, costs and expenses, including reasonable fees and expenses 4of the Existing Senior Agents' and the Existing Senior Noteholder Trustee's counsel;

* interest on the Existing Senior Loan Indebtedness or other unpaid amounts to accrue at a default rate set forth in the Existing Senior Credit Agreement if the aggregate value of the Prepetition Collateral provided for the Existing Senior Lenders exceeds the aggregate value of the Existing Senior Loan Indebtedness; and

* interest on the Existing Senior Notes Indebtedness or other unpaid amounts to accrue at the default rate set forth in the Existing Senior Notes Indenture, and prepayment premiums owing under the Existing Senior Notes Indenture, to the extent the aggregate value of the Prepetition Collateral provided to the Existing Senior Noteholders exceeds the aggregate value of the Existing Senior Notes Indebtedness.

About Granite Broadcasting

Headquartered in New York, Granite Broadcasting Corp.-- http://www.granitetv.com/-- owns and operates, or provides programming, sales and other services to 23 channels in 11markets: San Francisco, California; Detroit, Michigan; Buffalo,New York; Fresno, California; Syracuse, New York; Fort Wayne,Indiana; Peoria, Illinois; Duluth, Minnesota-Superior, Wisconsin;Binghamton, New York; Utica, New York and Elmira, New York. Thecompany's channel group includes affiliates of NBC, CBS, ABC, CWand My Network TV, and reaches approximately 6% of all U.S.television households.

The company and five of its debtor-affiliates filed for chapter 11protection on Dec. 11, 2006 (Bankr. S.D.N.Y. Case No. 06-12984).Ira S. Dizengoff, Esq., at Akin, Gump, Strauss, Hauer & Feld, LLP,represents the Debtors in their restructuring efforts. When theDebtors filed for protection from their creditors, it estimatedassets of $443,563,020 and debts of $641,100,000. (GraniteBroadcasting Bankruptcy News, Issue No. 5; Bankruptcy Creditors'Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000)

All of the Debentures are owned by Hanover Compressor CapitalTrust and the Trust was required to use the proceeds received fromsuch redemption to redeem $20,245,000 aggregate liquidation amountof its 7-1/4% Convertible Preferred Securities and $626,000aggregate liquidation amount of its 7-1/4% Convertible CommonSecurities.

The company owns all of the Common Securities of the Trust.The Debentures were called on Dec. 15, 2006, for redemption onThursday, Jan. 4, 2007.

Of the $20,245,000 of TIDES Preferred Securities called,$20,052,700 was converted into 1,121,800 shares of Hanover CommonStock. Hanover expects its related annual interest expense to bereduced by approximately $1.5 million.

Hanover Compressor Company (NYSE:HC) -- http://www.hanover-co.com/-- is a full service natural gas compression and provider ofservice, fabrication, and equipment for oil and natural gasproduction, processing and transportation applications. Hanoversells and rents this equipment and provides complete operation andmaintenance services, including run-time guarantees for bothcustomer-owned equipment and its fleet of rental equipment.

HEADWATERS INC: Seeking to Amend Senior Secured Credit Agreement----------------------------------------------------------------Headwaters Inc. is seeking a technical amendment to its seniorsecured credit agreement to provide the company with additionalflexibility with respect to certain restricted payments, includinga $15 million basket for the payments, and for non-speculativehedging transactions.

Headquartered in South Jordan, Utah, Headwaters Incorporated(NYSE:HW) -- http://www.hdwtrs.com/-- is a diversified growth company providing products, technologies and services to theenergy, construction and home improvement industries. Through itsalternative energy, coal combustion products, and buildingmaterials businesses, the company earns a growing revenuestream that provides the capital needed to expand and acquiresynergistic new business opportunities.

* * *

As reported in the Troubled Company Reporter on Aug 1, 2006,Standard & Poor's Ratings Services affirmed its 'BB-' seniorsecured bank loan and '2' recovery ratings on Headwaters Inc.'s$700 million credit facility and removed them from CreditWatch,where they were placed with positive implications on June 20,2006.

Pursuant to the Amended Disclosure Statement, each holder of anAllowed Priority Unsecured Claim will be paid in one cash paymenton the later of:

1) the effective date of the Plan or when the claim is first due and payable; and

2) 15 business days following the date the Claim is allowed by final order.

The Class 2A Claims of Taxing Authorities are entitled to asecured claim and a lien on the Debtor's multi-purpose officebuilding located at 6221 Riverside Drive in Las Colinas, Texas andall rents on that property in the order of priority as existed onthe Debtor's bankruptcy filing.

(b) Class 2B and 2C - Compass Bank Secured Claim.

On or before the effective date of the Plan, the Reorganized IMCInvestment, which will refer to the Debtor post-confirmation asowned by David F. Hoff, will execute and deliver a reorganizationnote to Compass Bank. The principal amount of the CompassReorganization Note will be equal to the total amount owed toCompass Bank on the Debtor's bankruptcy filing, plus all accruedand unpaid postpetition interest, and all reasonable postpetitionattorneys' fees, costs of collection, and other amounts owed underthe loan documents and applicable law, without discount, throughthe date of the Compass Reorganization Note.

Interest will accrue on the Compass Reorganization Note at thefixed rate of 7.83% per annum. The principal balance of theCompass Reorganization Note will be no more than $7,658,519 as ofFeb. 1, 2007, subject to final reconciliation by the Debtor. Theprincipal balance plus attorneys' fees accruing after Dec. 1,2006, up to a total of $20,000 additional attorneys' fees.

Plains Capital Bank's claims will receive the following treatment:

i) Plains Capital's Third Lien Secured Claim has been paid in full prior to confirmation of the Plan and the lien has been extinguished. Accordingly, such lien will not survive confirmation of the Plan.

ii) As of Nov. 16, 2006, Plains Capital's Fourth Lien Secured Claim is allowed in the amount of at least $2,084,154, plus additional amounts. The allowed amount of Plains' Fourth Lien Secured Claim will be adjusted to take into account any payments received by Plains prior to the effective date of the Plan, as well as additional accrued but unpaid interest through the effective date of the Plan, and all unpaid amounts owed.

iii) On or before the effective date of the Plan, the Reorganized Debtor will execute and deliver to Plains a reorganization note in the principal amount equal to the allowed amount of Plains' Fourth Lien Secured Claim. The outstanding Principal balance of the Plains Reorganization Note will bear interest at the fixed rate of 7.5% per annum.

iv) The Plains Reorganization Note will be secured by valid, properly perfected liens in the Reorganized Debtor's assets to the same extent and priority as the Plains Fourth Lien Secured Claim had prior to the confirmation of the Plan. This lien will survive date of confirmation of the Plan.

The Class 2F Claim of Crocker & Reynolds Construction LP willreceive an allowed secured claim which is secured by a validperfected lien on the Debtor's Las Colinas multi-purpose officebuilding all rents on that property in the order of priority assuch lien existed on the Debtor's bankruptcy filing. Crocker &Reynolds' Secured Claim will accrue interest from the confirmationdate of the Plan at the rate of 7% and will be paid in 23 monthlyinstallments of $1,500 per month with the remaining balance on theallowed Secured Claim due and payable on the twenty-fourth monthafter confirmation of the Plan.

Holders of Class 3 Allowed General Unsecured Claims will receivepro rata share of $50,000, which will be paid from the cashcontributed by Mr. Hoff or an entity under his control to becontributed to the Debtor under the Plan in an amount not lessthan $1,575,000 plus the extinguishment of the Plains Third LienSecured Claim. If causes of actions result in the collection ofcash, the Class 3 Claims will share the proceeds pro rata subjectonly to the costs of litigation.

Class 4 Insider Claims will receive nothing under the Plan whileeach then-issued and outstanding equity interest in any of theDebtor will be deemed cancelled and extinguished.

Based in Dallas, Texas, IMC Investment Properties Inc. filed forchapter 11 protection on July 3, 2006 (Bankr. N.D. Tex. CaseNo. 06-32754). Edwin Paul Keiffer, Esq., at Hance ScarboroughWright Ginsberg and Brusilow, LLP, and Keith Miles Aurzada, Esq.,at Powell Goldstein LLP, represent the Debtor in its restructuringefforts. No Official Committee of Unsecured Creditors has beenappointed in this case. When the Debtor filed for protection fromits creditors, it estimated assets and debts between $10 millionand $50 million.

INTERNAL INTELLIGENCE: Taps Weiser LLP as Financial Advisor-----------------------------------------------------------Internal Intelligence Service Inc. asks the U.S. Bankruptcy Courtfor the District of New Jersey for authority to employ Weiser LLPas accountant and financial advisor, nunc pro tunc to Dec. 28,2006.

b) the preparation of federal, state and local income tax, sales tax, payroll tax and other tax returns;

c) the review of all financial information prepared by the Debtor, including a review of the Debtor's financial statements as of the filing of the petition date, showing in detail all assets and liabilities as well as priority and secured creditors;

e) attendance at meetings including the Debtor, creditors, their attorneys and consultants, if required;

f) the review of the Debtor's periodic operating and cash flow statements;

g) the review of the Debtor's books and records for intercompany transactions, related party transactions, potential preferences, fraudulent conveyances and other potential prepetition investigations;

h) conducting investigations with respect to the prepetition acts, conduct, property, liabilities and financial condition of the Debtor, its management and creditors including the operation of its business and as appropriate, avoidance actions;

i) the review and analysis of proposed transactions for which the Debtor seeks Court approval;

j) assisting in a sale process of the Debtor collectively or in segments, if any;

k) assisting the Debtor in developing, evaluating, structuring and negotiating the terms and conditions of all potential plans of reorganization including the preparation of a liquidation analysis;

l) the analysis of claims filed;

m) providing expert testimony on the results of its findings;

n) assisting the Debtor in developing alternative plans, including contacting plan sponsors, if appropriate; and

o) providing the Debtor with other and further accounting and financial advisory services, including valuation, accounting system and process consulting and general restructuring and advice with respect to financial business and economic issues as may arise during the course of the Debtor's case;

Adoption of the proposed amendments required the consent ofholders of at least a majority of the aggregate principal amountof the outstanding Notes of each series under the indentures. Theproposed amendments will conform most of the covenants to theCompany's investment grade bond covenants.

iStar and U.S. Bank Trust National Association, the trustee underthe indentures, executed the supplemental indentures adopting theproposed amendments on Jan. 9, 2007. In addition, the consentsolicitation expired at 5:00 p.m. of the same date. Theamendments will not become operative until iStar Financial acceptsand pays for all consents received.

For the second quarter of fiscal 2007, net earnings were$72.5 million compared with $30.8 million for the second quarterof the previous fiscal year.

Canadian and U.S. network sales performance continues to improve,driven by strong pharmacy sales. U.S. network front-end salesshowed improvement in all categories, but continue to be impactedby the decline in the photo category.

"The Jean Coutu Group's second quarter results were positivelyimpacted by stronger sales performance in both the Canadian andU.S. networks," president and chief executive officer Jean Coutusaid.

"We are seeing the results of our focus on sales growth andefficient operations in both networks. In addition, we recognizedvarious components of the Rite Aid-Jean Coutu Group transactionduring the quarter. We now expect the Rite Aid-Jean Coutu Grouptransaction to close shortly after the end of the third quarter,which ends on March 3, 2007."

On Aug. 23, 2006, the company entered into a definitive agreementwith Rite Aid Corporation whereby the company would dispose of itsnetwork in the United States. The company expects to close thistransaction, subject to certain usual conditions, shortly afterthe end of the third quarter, which ends on March 3, 2007.

During the second quarter of fiscal 2007, the company reversed a$12 million portion of the original loss due principally to anincrease in the value of Rite Aid shares to be received asconsideration. The year-to-date after tax impairment loss amountsto $108 million.

As a result of the disposal transaction announced on Aug. 24,2006, the company no longer amortizes the assets related to itsU.S. operations since they are classified as assets held for sale.There were no U.S. operations amortization charges recorded duringthe second quarter of fiscal 2007 compared with $54.2 million forthe first quarter of fiscal 2007.

Earnings before specific items were $60.8 million compared with$29.0 million for the second quarter of the previous fiscal year.

The first half net loss was $36.3 million compared with netearnings of $41.9 million for the corresponding period last year.First half earnings before specific items were $78.6 millioncompared with $41.3 million for the corresponding period last yeardue to the fact that there were no US operations amortizationcharges recorded during the second quarter of fiscal 2007.

Revenues

Total revenues of the company's Canadian operations for the secondquarter reached $478.4 million compared with $413.4 million forthe second quarter of fiscal 2006, an increase of $65 million or15.7%. Second quarter Canadian revenues increased by 10.4% year-over-year, excluding the impact of currency exchange ratefluctuations. The 26-week revenue figure reached $913.9 million,an increase of $135.8 million or 17.5% year-over-year (or 9.8% inlocal currency).

The company's U.S. operations generated total revenues of$2.355 billion, up 2.6% from the second quarter of fiscal 2006,due principally to improving pharmacy and front-end sales.Pharmacy sales were impacted by the conversion of branded drugs togenerics, which generally have a lower selling price, but highergross margins for the drugstore retailer. The 26-week revenuefigure increased to $4.706 billion for the period ended Nov. 25,2006, up $91.4 million or 2% from last year.

Total revenues for the second quarter of fiscal 2007 increased by$124.1 million or 4.6% to $2.833 billion, from $2.709 billion forthe same quarter during fiscal 2006. Year-to-date revenuesincreased by $227.2 million or 4.2% to $5.620 billion for the26-week period ended Nov. 25, 2006, compared with $5.392 billionfor the corresponding period in fiscal 2006.

Retail sales

Retail sales growth percentages quoted herein are calculated inlocal currency in order to exclude the impact of currency ratefluctuations. As of Aug. 1, 2005, the company began to reportsame-store sales for the Eckerd drugstores acquired on July 31,2004, and publishes this information for both the Canadian and USnetworks on a monthly basis.

For the second quarter of fiscal 2007, both of the company'snetworks showed an increase in sales.

During the second quarter, the company's Canadian franchisenetwork were up 6.9%, pharmacy sales gained 8.3% and front-endsales increased 5.4% year-over-year in terms of comparable stores.The network showed a 7.5% increase in retail sales compared withthe same period of fiscal 2006. Retail sales for the quarter were$673.7 million.

The U.S. corporate pharmacy network retail sales increased 2.7%,pharmacy sales increased 2.9% and front-end sales increased 1.9%compared with the same quarter of fiscal 2006 in terms ofcomparable stores. The impact of generic drugs replacing brandeddrugs on U.S. pharmacy sales growth was 356 basis points for theperiod. Front-end sales growth was negatively impacted by thedecline in the photo category. The network posted a 2.8% increasein retail sales when compared with the same quarter of fiscal2006. Retail sales for the quarter were $2.352 billion.

OIBA

OIBA decreased for the second quarter of fiscal 2007 to $121.3million from $125.1 million for the corresponding period of fiscal2006. OIBA decreased by $3.8 million compared to thecorresponding period of fiscal 2006 and, as a percentage ofrevenues, ended the quarter at 4.3% compared with 4.6% for thesame period of 2006.

Fiscal 2007 second quarter OIBA was impacted by certainrestructuring charges principally related to the transition payprogram associated with the announced transaction. OIBA beforerestructuring charges amounted to $131 million during the secondquarter of fiscal 2007 and ended the second quarter at 4.6%, thesame level as the second quarter of fiscal 2006.

OIBA as a percentage of revenues ended the 26-week period at 3.9%compared with 4.3% for the same period in fiscal 2006. OIBAbefore restructuring charges as a percentage of revenues ended thefirst half at 4.3%, the same level as the first half of fiscal2006.

Outlook

With the announcement of the Rite Aid-Jean Coutu Grouptransaction, the company will be well positioned to capitalize onthe growth in the North American drugstore retailing industry.Demographic trends in Canada and the United States are expected tocontribute to growth in the consumption of prescription drugs, andto the increased use of pharmaceuticals as the primaryintervention in individual healthcare. Management believes thatthese trends will continue and that the company will achieve salesgrowth through differentiation and quality of offering and servicelevels in its drugstore networks.

The company operates its Canadian and US networks with a focus onsales growth, its real estate program and operating efficiency.Management expects that the announced transaction with Rite Aid,which is expected to close shortly after the end of the thirdquarter, which ends on March 3, 2007, will help create shareholdervalue.

The Jean Coutu Group will optimize its US presence by transformingits investment in a regional drugstore chain into the leadingownership position of a major national chain with enhanced scaleto better compete in the US drugstore industry. The company's 32%equity interest in the expanded Rite Aid will allow shareholdersto participate in the economic benefits of expected synergies.The cash proceeds from the transaction will be used to retiredebt, enhancing financial flexibility.

Dividend

The Board of Directors of The Jean Coutu Group declared aquarterly dividend of $CDN0.03 per share. This dividend ispayable on Feb. 8, 2007, to all holders of Class A subordinatevoting shares and holders of Class B shares listed in thecompany's shareholder ledger as of Jan. 25, 2007.

About Jean Coutu

Headquartered in Longueuil, Quebec, The Jean Coutu Group Inc.(TSX: PJC.A) -- http://www.jeancoutu.com/-- has a combined network of 2,175 corporate and franchised drugstores (under thebanners of Brooks and Eckerd Pharmacy, PJC Jean Coutu, PJCClinique and PJC Sante Beaute) in North America. The Group'sUnited States operations employ 46,000 people and comprise 1,853corporate owned stores located in 18 states of the Northeastern,mid-Atlantic and Southeastern United States. The Group's Canadianoperations and franchised drugstores in its network employ over14,000 people and comprise 322 PJC Jean Coutu franchised stores inQuebec, New Brunswick and Ontario.

* * *

As reported in the Troubled Company Reporter on Oct. 30, 2006,in connection with Moody's Investors Service's implementation ofits new Probability-of-Default and Loss-Given-Default ratingmethodology for the US & Canadian Retail sector, the rating agencydowngraded its B3 Corporate Family Rating for The Jean CoutuGroup Inc.

KINDER MORGAN: S&P Cuts Rating on $10 Million Certificates to BB------------------------------------------------------------------Standard & Poor's Ratings Services lowered its rating on the$10 million Corporate Backed Trust Certificates Kinder MorganDebenture-Backed Series 2002-6 Trust to 'BB-' from 'BBB', andremoved it from CreditWatch, where it was placed with negativeimplications June 1, 2006.

The lowered rating reflects the Jan. 5, 2007 downgrade of theunderlying securities, consisting of $11 million 7.45% seniordebentures issued by Kinder Morgan Inc. due March 1, 2098, and theremoval of the rating from CreditWatch negative.

LIGAND PHARMA: Amends Purchase Pact with King Pharmaceuticals-------------------------------------------------------------Ligand Pharmaceuticals Incorporated executed an amendment to itspurchase agreement with King Pharmaceuticals Inc. and KingPharmaceuticals' wholly owned subsidiary, King PharmaceuticalsResearch and Development, Inc.

The company also executed a letter agreement with King relative tothe amendment to the purchase agreement. The Side Letter providesthat the company will repay the Loan, with interest then due onJan. 8, 2007, and, if the Closing occurs before Feb. 29, 2007, theinterest will be refunded to Ligand at the Closing. The interestrefund would be in addition to any credits due under the PurchaseAgreement at Closing, including Ligand's $37.75 milliontermination payment to Organon Pharmaceuticals USA in October2006, for which the Loan proceeds were used.

Under the Amendment, the parties agreed that King could makeoffers, contingent on the closing, to the Ligand salesrepresentatives, plus its regional business managers starting onNov. 30,2006. The Parties agreed on certain related termination,bonus and severance terms to those sales representatives andregional business managers that did not receive offers from King.

The parties further amended the Purchase Agreement to move theClosing from Dec. 31, 2006 to Feb. 28, 2007.

The company and king entered the Purchase Agreement onSept. 6, 2006, pursuant to which King has agreed to acquire all ofthe company's rights in and to Avinza(R) (morphine sulfateextended-release capsules) in the U.S., its territories andCanada, including all Avinza inventory, equipment, records andrelated intellectual property, and assume certain liabilities asset forth in the Purchase Agreement.

In addition, King agreed to offer employment following the closingof the Transaction to certain of the company's existing salesrepresentatives that support the sale of Avinza or otherwisereimburse the company for certain agreed upon severancearrangements offered to any non-hired representatives. Each partyhad the right to terminate the Purchase Agreement if the Closinghad not occurred by Dec. 31, 2006.

In connection with the Transaction, King committed to loan thecompany $37.75 million, which was drawn on Oct. 12, 2006, and issubject to certain market terms, including a 9.5% interest rateand a security interest in the assets that comprise Avinza andcertain of the proceeds of the company's sale of certain otherassets.

Under the original terms of the Loan, if the Closing occurred byJan. 8, 2007, accrued interest on the Loan would be forgiven andthe outstanding principal amount due would be credited against theClosing Payment. If the Loan were drawn by the company and theClosing did not occur by Jan. 8, accrued interest and theoutstanding principal amount due would become due on Jan. 1, 2007.

The company also entered, on Sept. 6, 2006, into a contract salesforce agreement, pursuant to which King has agreed to conduct adetailing program to promote the sale of Avinza for an agreed fee.As part of the Amendment, the parties agreed that termination ofthe Sales Agreement would be subject to 60 days advance notice,instead of the original 30 days.

As reported in the Troubled Company Reporter on Dec. 6, 2006,Ligand Pharmaceuticals Incorporated's balance sheet atSept. 30, 2006, showed $231,867,000 in total assets and$470,712,000 in total liabilities, resulting in a $251,190,000stockholders' deficit. At June 30, 2006, the company had astockholders' deficit of $238.5 million.

Type of Business: Malden Mills develops, manufactures, and markets Polartec(R) performance fabrics. Polartec(R) products range from lightweight wicking base layers to insulation to extreme weather protection and are utilized by the best clothing brands in the world. In addition, Polartec(R) fabrics are used extensively by all branches of the United States military including the Army, Navy, Marine Corps, Air Force, and Special Operations Forces. The company also has operations in Germany, Spain, France and the U.K. Seehttp://www.polartec.com/

MALDEN MILLS: Sells Assets to Gordon Brothers Under Chapter 11--------------------------------------------------------------Malden Mills Industries, Inc. disclosed Wednesday that its boardof directors has unanimously voted to approve the sale of thecompany to Gordon Brothers Group of Boston, Massachusetts, for$44 million. Malden Mills will continue normal manufacturingoperations at both its facilities in Lawrence, Massachusetts, andHudson, New Hampshire.

In order to implement the sale, Malden Mills Industries filedvoluntary petitions for reorganization under Chapter 11 of theU.S. Bankruptcy Code with the U.S. Bankruptcy Court for theDistrict of Delaware.

The Chapter 11 process will provide an efficient environment forcompletion of the sale. The sale is subject to higher and betteroffers, and completion of the sale is expected by the end ofFebruary 2007, subject to court approval.

GE Commercial Finance will be providing a debtor-in-possessionfinancing facility, which ensures that the company has the workingcapital required for a seamless transition in operations to newownership.

Malden Mills CEO Michael Spillane said, "Over the past three yearswe have worked diligently to improve every aspect of theoperational side of the business. Our on-time delivery,manufacturing quality, and product innovation have never beenbetter. The sale of Malden Mills to Gordon Brothers Grouptransitions the company into a state of permanent ownership andfinancial stability. This financial transaction willsignificantly improve the Company's balance sheet enabling MaldenMills to continue to serve our customers in both the commercialand military markets."

Malden Mills Industries, Inc. -- http://www.polartec.com/-- develops, manufactures, and markets Polartec(R) performancefabrics. Polartec(R) products range from lightweight wicking baselayers to insulation to extreme weather protection and areutilized by the best clothing brands in the world. In addition,Polartec(R) fabrics are used extensively by all branches of theUnited States military including the Army, Navy, Marine Corps, AirForce, and Special Operations Forces. The company has operationsin Germany, Spain, France and the U.K.

MCKESSON CORP: Directors Vote to Declassify Board-------------------------------------------------McKesson Corporation's board of directors has voted to declassifythe Board so that all directors are elected annually. Thedeclassification is subject to approval by its stockholders at the2007 Annual Meeting scheduled for July 25, 2007.

Currently, the company's Board is divided into three classes.Each year, one class is elected to serve a term of three years.If the change is approved, all directors will stand for electionfor one-year terms beginning with the 2008 annual stockholdersmeeting.

The Board also amended the company's by-laws to implement amajority vote standard in uncontested director elections in placeof the plurality vote standard, which will continue to apply forcontested elections. Consequently, in uncontested elections, adirector nominee will be elected only if the number of votes cast"for" the nominee exceeds the number of votes cast "against" thenominee. If an incumbent director does not receive the necessaryvote for re-election, the Board, acting on the recommendation ofthe Committee on Directors and Corporate Governance, mustdetermine whether or not to accept the director's requiredresignation no later than 90 days following the certification ofthe stockholder vote.

The Board also amended the company's Stockholder Rights Plan,commonly known as a "poison pill" and as a result the rights planwill automatically expire at close of business on Jan. 31, 2007.

Headquartered in San Francisco, California, McKesson Corp.(NYSE: MCK) -- http://www.mckesson.com/-- is a Fortune 15 healthcare services and information technology company dedicatedto helping its customers deliver high-quality healthcare byreducing costs, streamlining processes and improving the qualityand safety of patient care. Over the course of its 172-yearhistory, McKesson has grown by providing pharmaceutical andmedical-surgical supply management across the spectrum of care;healthcare information technology for hospitals, physicians,homecare and payors; hospital and retail pharmacy automation; andservices for manufacturers and payors designed to improve outcomesfor patients.

The ratings on Boise, Idaho-based Micron reflect the challenges ofsupplying capital- and technologically-intensive products in anenvironment of severe price pressures and aggressive competition,tempered by the company's moderate financial policies and goodindustry position. Micron has beendiversifying its business away from the commodity dynamic randomaccess memory industry, used in PCs. Micron also suppliesspecialty DRAMs for servers, networking and wireless applications;NAND flash memories for music players through a joint venture withIntel Corp.; and is the leading supplierof complementary metal-oxide semiconductors image sensors forphones.

Micron is the fifth-largest DRAM supplier, holding about a 10%share of the global market, after Samsung Electronics Co. Ltd.,Qimonda AG, Hynix Semiconductor Inc., and Elpida Memory Inc.Micron has substantially reduced its position in the highlychallenging commodity DRAM market. Commodity DRAM margins are nowwell below the low-20% corporate average, while most otherproducts' gross margins are in the 40% area. About 20%-25% ofwafers entering production are for imaging, a similar amount arespecialty DRAM, 15%-20% NAND, and about 40% commodity PC DRAM; thepercentages vary seasonally. PC DRAMs had been 75% of waferstarts in the November 2004 quarter.

The company's stock closed at $15.47. It traded between $12.27and $44.50 in a 52-week span.

Morgan Stanley analyst Matthew Ostrower told the AP that thewarning brings risk, but the probability of bankruptcy is slim.

The company issued the warning in a Securities and ExchangeCommission filing saying that it needs to sell sufficient assetsto pay-off its Senior Term Loan, to recapitalize, or sell thecompany.

In a TCR report on Jan. 10, the Audit Committee of the company'sBoard of Directors said it completed its investigation intovarious issues related to the historical accounting policies andpractices of the company and The Mills Limited Partnership.

The company said that it is actively exploring strategicalternatives. It said that completion of the Audit Committeeinvestigation and extension of its senior term loan with GoldmanSachs Mortgage Company, as administrative agent, are importantcomponents to complete the process.

As reported in the Troubled Company Reporter on March 24, 2006,The Mills Corporation disclosed that the Securities and ExchangeCommission has commenced a formal investigation. The SECinitiated an informal inquiry in January after the Companyreported the restatement of its prior period financials.

Mills is restating its financial results from 2000 through 2004and its unaudited quarterly results for 2005 to correct accountingerrors related primarily to certain investments by a wholly ownedtaxable REIT subsidiary, Mills Enterprises, Inc., and changes inthe accrual of the compensation expense related to its Long-TermIncentive Plan.

MILLS CORP: Will Pay Bonuses to CEO and CFO Under Performance Plan------------------------------------------------------------------The Mills Corp.'s Executive Compensation Committee has determinedthat the 2006 bonuses under its annual short-term performanceincentive plan for Mark S. Ordan, chief executive officer andpresident and Richard J. Nadeau, executive vice president andchief financial officer would be paid at the 2006 target awardlevel for each under the Plan.

In addition, the Committee has determined that the bonuses, whichamount to $382,250 for Mr. Ordan and $209,250 for Mr. Nadeau,would be paid in two equal installments, with the first 50% to bepaid in 2006 and the second 50% to be paid during the firstquarter of 2007.

As reported in the Troubled Company Reporter on Jan. 10, 2007,The Mills Corp. issued a warning in a Securities and ExchangeCommission filing saying that it could file for bankruptcyprotection if it cannot sell all or part of the company amidstaccounting errors and speculations of possible executivemisconduct.

As reported in the Troubled Company Reporter on March 24, 2006,The Mills Corporation disclosed that the Securities and ExchangeCommission has commenced a formal investigation. The SECinitiated an informal inquiry in January after the Companyreported the restatement of its prior period financials.

Mills is restating its financial results from 2000 through 2004and its unaudited quarterly results for 2005 to correct accountingerrors related primarily to certain investments by a wholly ownedtaxable REIT subsidiary, Mills Enterprises, Inc., and changes inthe accrual of the compensation expense related to its Long-TermIncentive Plan.

MILLS CORP: Inks Term Sheet With Mills LP & Kan Am on Co-Ventures-----------------------------------------------------------------The Mills Corp. and The Mills Limited Partnership entered onDec. 29, 2006, into a binding omnibus term sheet, dated Dec. 27,2006, with Kan Am reflecting the parties' agreement on a number ofissues involving the projects in which they are co-venturers.

As expressed in the Term Sheet, with the exception of certainitems, the Term Sheet is a complete resolution of all materialfinancial disputes known to the parties with respect to each ofthe Joint Venture Properties.

The material terms of the Term Sheet are:

-- Kan Am approved the refinancing of the St. Louis Mills secured debt held by Goldman Sachs Mortgage Company on substantially the terms set forth in an exhibit to the Term Sheet and ratified the Nov. 30, 2006, refinancing of the Discover Mills secured debt formerly held by GSMC.

-- The Company and Mills LP agreed to make a capital contribution of no more than $60 million but no less than $55 million to the St. Louis Mills partnership to pay down the existing secured debt, which contribution, made in the amount of approximately $56.4 million, will be treated as subordinate capital and accrue a priority return, subordinate to the payment of Kan Am's return on capital and return of capital.

-- The preferred returns owed to Kan Am for St. Louis Mills and Discover Mills (totaling approximately $10.5 million) will be paid quarterly through Dec. 31, 2007, with the company and Mills LP required to contribute capital to the St. Louis Mills or Discover Mills partnerships, as appropriate, if necessary to pay such amounts. The company and Mills LP will receive capital account and unreturned capital contribution account credit for any amounts so contributed and will earn a priority return with respect to any such amounts.

-- The parties agreed to limit the payment to the company or Mills LP of amounts owed to them by St. Louis Mills and Discover Mills to certain items set forth in the Term Sheet, with all other amounts owed to the company or Mills LP, which are not expected to be material, to be converted to capital (with no preferred return to accrue or be paid to the company or Mills LP on account of such capital).

-- The company and Mills LP agreed to make representations and warranties to St. Louis Mills and Discover Mills with regard to third party payables as of the closing date of the relevant construction loan refinancing and to be directly liable and indemnify St. Louis Mills and Discover Mills for undisclosed payables for a period of one year from the closing of their respective refinancings.

-- The company and Mills LP agreed to make additional capital contributions totaling $20 million to the St. Louis Mills and Discover Mills partnerships to reduce debt or fund project improvements in the reasonable discretion of Kan Am. The company and Mills LP will receive capital account and unreturned capital contribution account credit for, and will earn a priority return with respect to, these contributions. The company and Mills LP were released from certain development, leasing and other guarantees with respect to St. Louis Mills, Discover Mills, and Pittsburgh Mills.

-- The company and Mills LP agreed to make an additional capital contribution totaling $15 million to St. Louis Mills to fund certain tenant improvements. The company and Mills LP will receive capital account and unreturned capital contribution account credit for and earn a priority return with respect to these contributions.

-- In lieu of reconciling and repaying amounts that otherwise might be due to Kan Am with respect to certain FoodBrand lease modifications and charge-backs of corporate overhead costs, the company and Mills LP agreed to make a payment of $4 million to affiliates of Kan Am.

-- The company and Mills LP agreed to make additional capital contributions totaling $564,000 to Grapevine Mills; no preferred return will accrue or be paid on such capital contribution and such capital contribution will not be returned upon a major capital event.

-- The company and Mills LP agreed to make an additional capital contribution of $1.5 million to Colorado Mills to make the company's and Mills LP's capital account equal to Kan Am's $25.5 million capital account. The company and Mills LP will receive capital account and unreturned capital contribution account credit for, and shall earn a priority return with respect to, the additional capital contribution.

-- The parties agreed that the Katy Mills partnership will use the proceeds from a pending land sale first, to repay an approximate $20 million inter-company loan made by the company and Mills LP and next, to pay Kan Am one year of its priority return, with any remaining funds to be treated in accordance with the waterfall provisions in the partnership agreement. In the event the net proceeds from the land sale and available distributable cash are insufficient to repay the loan made by the company and Kan Am's one year priority return, the shortfall will be allocated equally to the company and Kan Am and deducted from the amounts otherwise described in the Term Sheet.

-- The parties revised the waterfall provisions of the Discover Mills, St. Louis Mills, and Katy Mills partnerships to limit the amount paid by those partnerships to the company or Mills LP on account of their respective partner loans to no more than 60% of adjusted cash flow and to require the distribution to the partners of no less than 40% of adjusted cash flow.

The company and Mills LP have a long-standing relationship withKan Am, a German syndicator of closed and open-end real estatefunds, and its affiliates. Since 1994, Kan Am has investedapproximately $1 billion in equity in various projects with MillsLP.

Kan Am currently has two representatives on the company's Board ofDirectors: James Braithwaite and Franz von Perfall.

As a result of the redemption of Mills LP's ownership interest,the company and Mills LP expect to take a charge in 2006 for animpairment related to Pittsburgh Mills of approximately$46 million.

The company and Mills LP did not make a material infusion ofcapital before the sale. The net proceeds from the redemptionwere used to pay the $4 million Settlement Payment, with thebalance used to pay down the Senior Term Loan with Goldman Sachs.

As a result of the redemption, the company's consolidated debt wasreduced by the amount of the Pittsburgh mortgage loan of$123.7 million.

As reported in the Troubled Company Reporter on Jan. 10, 2007,The Mills Corp. issued a warning in a Securities and ExchangeCommission filing saying that it could file for bankruptcyprotection if it cannot sell all or part of the company amidstaccounting errors and speculations of possible executivemisconduct.

As reported in the Troubled Company Reporter on March 24, 2006,The Mills Corporation disclosed that the Securities and ExchangeCommission has commenced a formal investigation. The SECinitiated an informal inquiry in January 2006 after the companyreported the restatement of its prior period financials.

Mills is restating its financial results from 2000 through 2004and its unaudited quarterly results for 2005 to correct accountingerrors related primarily to certain investments by a wholly ownedtaxable REIT subsidiary, Mills Enterprises Inc. and changes in theaccrual of the compensation expense related to its Long-TermIncentive Plan.

Revenues in fiscal 2006 increased 24% as a result of strength inall segments, as well as acquisitions. Improved operatingmargins in the industrial and component segments have offset loweraircraft earnings, resulting in a modest increase in segmentmargins. Consolidated operating margins increased to 16.6% from16% in 2005. Most credit measures improved in2006 and are generally better than average for the rating withEBITDA interest coverage of 8x, funds from operations to debtaround 40%, and debt to EBITDA of 2.5x. Further improvement islikely in 2007 due to solid demand in key markets, betteroperating efficiencies, and some debt reduction. Furtherdebt-financed acquisitions are possible and could result in atemporary deterioration in credit protection measures. However,financial ratios would likely remain appropriate for the ratingeven with a mid-sized acquisition with satisfactory profitabilityand appropriate valuation.

The ratings on Moog reflect participation in the cyclical andcompetitive commercial aerospace and industrial markets, thelikelihood of debt-financed acquisitions, and the associatedintegration risk. Ratings benefit somewhat from leading positionsin niche markets and generally above-average-for-the-ratingfinancial measures. East Aurora, New York-based Moogis a leading provider of highly engineered motion control systemsfor critical applications, including aircraft flight controls andindustrial processes.

Overall, credit protection measures are expected to be appropriatefor current ratings, including the impact of possible additionalmid-sized debt-financed acquisitions. The outlook could berevised to negative if leverage increases significantly to fund anacquisition and is not restored to previous levels in a reasonableperiod.

In addition, Standard & Poor's removed all ratings fromCreditWatch where they were placed with positive implications onMay 31, 2006.

The outlook is stable.

"The action reflects the decreased likelihood that Neff willcomplete an IPO that it filed in May 2006 in the near term," saidStandard & Poor's credit analyst John R. Sico.

The CreditWatch had reflected that proceeds from an IPO used fordebt repayment, concurrent with the improved operatingperformance, would enhance the company's credit profile andpossibly lead to a modest upgrade.

Neff is currently demonstrating improved operating performance, asshould be expected during the cyclical upswing in the industry.Absent the IPO, upside to the ratings is limited as the companydoes not generate sufficient free cash flow to materially reducehigh debt levels as a consequence of the2005 recapitalization.

Additionally, if the company pursued a more aggressive financialpolicy, specifically acquisitions or dividends, it would risk adowngrade or outlook revision to negative.

NEXIA HOLDINGS: Posts $1.2 Mil. Net Loss in Quarter Ended Sept. 30------------------------------------------------------------------Nexia Holdings Inc. recorded net losses of $1,294,898 and $198,918for the three and nine-month periods ended Sept. 30, 2006, ascompared with net losses of $242,941 and $3,802 for the comparableperiods in 2005.

The increase in the three-month net losses of $1,051,957, or 433%,compared to the same period in 2005 is attributable primarily tothe expense of prepaid consulting costs in the sum of $1,077,857recognized during the quarter ended Sept. 30, 2006, and otherinvestor relations expenses paid by the company during the currentquarter.

Gross revenues for the three and nine month periods endedSept. 30, 2006, were $434,575 and $1,111,127 as compared with$46,880 and $254,702 for the same periods in 2005. The increasesin the three and nine month revenues of $387,695 and $856,425, or827% and 336% respectively, are due to inclusion of sales revenuefrom the operation of the Landis Salon and Black Chandelier retailsales in the sums of $383,072 and $971,059 for the three and nine-month periods ended Sept. 30, 2006, respectively.

The company's balance sheet at Sept. 30, 2006, showed $4,983,157in total assets, $3,828,234 in total liabilities, minorityinterest of $94,116 and stockholders' equity of $1,060,807.

De Joya Griffith & Company LLC raised substantial doubt about thecompany's ability to continue as a going concern after auditingthe company's financial statements for the year ended Dec. 31,2005. The auditor pointed to the company's cumulative operatinglosses and negative working capital.

About Nexia Holdings

Based in Salt Lake City, Utah, Nexia Holdings Inc. (OTCBB: NEXH)-- http://www.nexiaholdings.com/-- engages in the acquisition, lease, management, and sale of real estate properties in thecontinental United States, through its subsidiaries. It operates,owns, or has interests in a portfolio of commercial, industrial,and residential properties. The company's commercial propertiescomprise Wallace-Bennett Building, and a one-story retail buildingin Salt Lake City, Utah; and an office building in Kearns, Utah.Its residential property comprises a condominium unit located inclose proximity to Brian Head Ski Resort and the surroundingresort town in southern Utah. The company's industrial propertyincludes Parkersburg Terminal in Parkersburg, West Virginia. Italso owns parcels of undeveloped land in Utah and Kansas.

Moody's noted that the rating action was primarily due todeterioration in the transaction's credit quality as measured bythe weighted average rating factor and decline in the weightedaverage coupon , as well as the higher than covenantedconcentration of securities rated Caa1 or below by Moody's.Furthermore, the transaction's underhedged position poses interestrate risk that could possibly have a negative impact on thetransaction's performance in the future.

NRG ENERGY: Repays $400 Million of Term Loan B Facility-------------------------------------------------------NRG Energy Inc. repaid $400 million of its term loan B facilityand completed the debt reduction portion of its capital allocationprogram. The company used cash on hand to fund the repayment.

As reported in the Troubled Company Reporter on Aug. 4, 2006, thecompany disclosed a $750 million share repurchase program, whichwill be implemented in two phases.

Phase One was a $500 million common share repurchase program to becompleted over the course of 2006. In addition, the sale of theAustralian business is expected to provide approximately$400 million in net cash proceeds that NRG intends to use to paydown its Term B loan in the first quarter of 2007. Consolidatedproject level debt associated with Australia is $177 million,bringing total expected debt reduction to $577 million.

Phase Two of the share repurchase plan, which will be initiatedafter the expected step up in the company's restricted paymentcapacity at the end of the first quarter 2007, is an additional$250 million common share buyback.

Based in Princeton, New Jersey, NRG Energy Inc. (NYSE: NRG) -- http://www.nrgenergy.com/-- presently owns and operates a diverse portfolio of power-generating facilities, primarily in Texas andthe Northeast, South Central and Western regions of the UnitedStates. Its operations include baseload, intermediate, peaking,and cogeneration facilities, thermal energy production and energyresource recovery facilities. NRG also has ownership interests ingenerating facilities in Australia and Germany.

OWENS CORNING: Files Amended Registration Statement with the SEC----------------------------------------------------------------Reorganized Owens Corning filed an amended registration statementwith the Securities and Exchange Commission indicating the numberof shares certain shareholders may sell from time to time.

Pursuant to the Prospectus, shareholders may offer and sell, fromtime to time, an aggregate of up to 83,751,633 shares ofReorganized Owens Corning common stock.

David T. Brown, chief executive officer of Reorganized OwensCorning, says that shares of the company's common stock may besold at fixed prices, prevailing market prices at the times ofsale, prices related to the prevailing market prices, varyingprices determined at the times of sale, or negotiated prices.

Mr. Brown notes that Reorganized Owens Corning will not receiveany of the proceeds from the sale of the shares of the commonstock sold by the selling stockholders.

Reorganized Owens Corning's common stock is listed for trading onthe New York Stock Exchange under the symbol "OC." The number ofstockholders of record of Owens Corning's common stock as ofDecember 6 was 100.

As reported in the Troubled Company Reporter on Oct. 9, 2006, theHonorable John P. Fullam, Sr., of the U.S. District Court for theEastern District of Pennsylvania affirmed on Sept. 28, 2006, theorder of the Honorable Judith Fitzgerald of the U.S. BankruptcyCourt for the District of Delaware, confirming Owens Corning'sSixth Amended Plan of Reorganization. The Plan took effect onOct. 31, 2006, marking the company's emergence from Chapter 11.

OWENS CORNING: Wants Insurance Companies' Claims Disallowed-----------------------------------------------------------Reorganized Owens Corning and its affiliates assert that AmericanHome Assurance Company, et al.'s request, for their administrativeclaims to be allowed, should be denied.

Anna P. Engh, Esq., at Covington & Burling in Washington, D.C.,relates that the U.S. Bankruptcy Court for the District ofDelaware's order confirming Owens Corning's Chapter 11 Plan makesclear that "no request for payment of an administrative claim needbe filed with respect to an administrative claim that is paid orpayable by a Debtor in the ordinary course of business."

Ms. Engh contends that the Insurers' request is seeking anextension to provide information with respect to identifyingamounts allegedly due under insurance policies in which theDebtors' obligations were entitled to administrative priority.The Reorganized Debtors do not believe that any amounts are dueand owing under the policies.

Moreover, a request to classify the status of any payments paid orpayable in the ordinary course of business is unnecessary,Ms. Engh states.

As reported in the Troubled Company Reporter on Nov 24, 2006,several insurance companies that provided coverage or otherservices to Owens Corning and its debtor-affiliates ask theHonorable Judith Fitzgerald of the U.S. Bankruptcy Court for theDistrict of Delaware to allow their administrative expense claims:

As reported in the Troubled Company Reporter on Oct. 9, 2006, theHonorable John P. Fullam, Sr., of the U.S. District Court for theEastern District of Pennsylvania affirmed on Sept. 28, 2006, theorder of the Honorable Judith Fitzgerald of the U.S. BankruptcyCourt for the District of Delaware, confirming Owens Corning'sSixth Amended Plan of Reorganization. The Plan took effect onOct. 31, 2006, marking the company's emergence from Chapter 11.

PENTON MEDIA: Will Amend 11-7/8% Senior Secured Notes Offering--------------------------------------------------------------Penton Media Inc. has received the requisite consents to amend (i)the indenture governing the 2007 Notes and (ii) the indenturegoverning the 2011 Notes, in connection with its cash tenderoffers and consent solicitations for (i) any and all of itsoutstanding 11-7/8% Senior Secured Notes due 2007 and (ii) any andall of its outstanding 10-3/8% Senior Subordinated Notes due 2011,

The company and U.S. Bank National Association, the trustee underthe indenture governing the 2007 Notes, intend to enter into asupplemental indenture, which will amend the indenture under whichthe 2007 Notes were issued. The supplemental indenture will notbecome operative unless and until the 2007 Notes that have beenvalidly tendered on or prior to the Expiration Dateare accepted for payment and paid for by the Company. Thesupplemental indenture will, if it becomes operative, amend theindenture governing the 2007 Notes to, among other things,eliminate substantially all of the restrictive covenants, certainevents of default and other related provisions and release thesecurity interest benefiting the holders of 2007 Notes.

If the 2007 Notes are accepted for payment by the company, theconsideration to be paid for each 2007 Note validly tendered andnot validly withdrawn prior to 5:00 p.m., New York City time, onJan. 8, 2007, is $1,002.50 per $1,000 principal amount of 2007Notes, which includes a consent payment of $10.00 per $1,000principal amount of 2007 Notes.

The consideration to be paid for each Note validly tendered andnot validly withdrawn after the Consent Date but prior to 9:00a.m., New York City time, on Jan. 31, 2007, unless extended by theCompany in its sole discretion is $992.5 per $1,000 principalamount of 2007 Notes, which will exclude any consent payment. At5:00 p.m. on the Consent Date, $122,454,000 aggregate principalamount of 2007 Notes had been validly tendered and not withdrawn,representing approximately 77.75% of the aggregate principalamount of the 2007 Notes then outstanding.

The company and The Bank of New York Trust Company, N.A., thetrustee under the indenture governing the 2011 Notes, intendto enter into a supplemental indenture, which will amend theindenture under which the 2011 Notes were issued. Thesupplemental indenture will not become operative unless anduntil the 2011 Notes that have been validly tendered on or priorto the Expiration Date are accepted for payment and paid for bythe Company. The supplemental indenture will, if it becomesoperative, amend the indenture governing the 2011 Notes to, amongother things, eliminate substantially all of the restrictivecovenants, certain events of default and other related provisions.

If the 2011 Notes are accepted for payment by the company, theconsideration to be paid for each 2011 Note validly tendered andnot validly withdrawn on the Consent Date is $1,054.38 per $1,000principal amount of 2011 Notes, which includes a consent paymentof $10.00 per $1,000 principal amount of 2011 Notes. Theconsideration to be paid for each Note validly tendered and notvalidly withdrawn after the Consent Date but prior to theExpiration Date is $1,044.38 per $1,000 principal amount of011 Notes, which will exclude any consent payment. At 5:00 p.m.on the Consent Date, $155,050,000 aggregate principal amountof 2011 Notes had been validly tendered and not withdrawn,representing approximately 99.84% of the aggregate principalamount of the 2011 Notes then outstanding.

As reported in the Troubled Company Reporter on Nov. 7, 2006,Standard & Poor's Ratings Services placed all of its ratings onPrism Business Media Inc., including the 'B' corporate creditrating, on CreditWatch with negative implications. At thesame time, Standard & Poor's placed all its ratings on PentonMedia Inc., including the 'CCC+' corporate credit rating, onCreditWatch with developing implications, indicating upwardor downward movement of the rating in the near future.

PILGRIM'S PRIDE: Gets Tenders for 92% of Gold Kist Common Stock---------------------------------------------------------------Pilgrim's Pride Corporation completed the subsequent offeringperiod of its tender offer to acquire all of the outstandingshares of Gold Kist Inc. common stock for $21 per share in cash.

The company disclosed that as of 5:00 p.m. New York City Time onJan. 5, 2007, a total of 47,149,479 shares, representingapproximately 92% of Gold Kist outstanding common stock, have beentendered into Pilgrim's Pride's initial tender offer and duringthe subsequent offering period.

All Gold Kist shares validly tendered during the subsequentoffering period have been accepted for payment. Pilgrim's Prideaccepted shares tendered during the initial offer period onDec. 27, 2006.

Pilgrim's Pride intends to complete the acquisition of theremaining shares of Gold Kist through a merger of the acquisitionvehicle, Protein Acquisition Corporation, into Gold Kist, in whichall Gold Kist shares not tendered into Pilgrim's Pride's initialtender offer and subsequent offering period (other than sharesheld in the treasury of Gold Kist or held by Pilgrim's Pride orany of its subsidiaries) will be converted into the right toreceive $21 per share.

Following the merger, Gold Kist will be a wholly owned subsidiaryof Pilgrim's Pride. Under applicable law, the merger is notsubject to the approval of the remaining Gold Kist stockholders.

Pilgrim's Pride further disclosed that, it has also completed itstender offer to purchase and related consent solicitation for GoldKist's outstanding 10-1/4% Senior Notes due March 15, 2014. Thecompany received tenders and related consents with respect to 100%of the aggregate principal amount of the outstanding Gold KistNotes, all of which were accepted for payment.

As reported in the Troubled Company Reporter on Dec. 5, 2006,Pilgrim's Pride Corporation and Gold Kist Inc. entered into adefinitive merger agreement. The transaction was unanimouslyapproved by the boards of directors of both Pilgrim's Pride andGold Kist and has a total equity value of approximately$1.1 billion, plus the assumption of approximately $144 million ofGold Kist's debt.

As reported in the Troubled Company Reporter on Dec. 6, 2006,Standard & Poor's Ratings Services reported that its 'BB'corporate credit rating and other ratings on the second-largestU.S. poultry processor, Pilgrim's Pride Corp., remain onCreditWatch with negative implications, where they were originallyplaced Aug. 21, 2006.

The downgrade is based on the school's poor management of itsfunds, which has led to a decline in cash and unrestricted netassets and the violation of the bond covenant related to a minimumfund balance.

The negative outlook reflects uncertainty and challenges relatedto the implementation of the proposed action plan and the returnto a stable financial condition.

Fiscal 2006 results indicate an operating deficit of roughly$475,000--mainly due to a lack of expenditure controls.Unrestricted net assets at the end of fiscal 2006 totaled a paltry$7,292, which is significantly below the estimated $700,000required by the bond covenants. Lax expenditure controls, coupledwith a concentration of budgetary power,resulted in excessive nonbudgeted expenditures, including thehiring of nonbudgeted personnel and expenditures related to apossible school expansion.

The trustee, however, has agreed to waive its right to accelerateloan payments. As a result, there have been noteworthy changesmade to the bylaws of the school--specifically related tofinancial reporting and expenditure approvals.

In addition, the CEO, who was also chairman of the board ofdirectors, has resigned his position. An action plan has beendrafted by school management and adopted by the board. The planis projected to have a positive budgetary impact of roughly$275,000 for fiscal 2007, with future savings of roughly $865,000annually.

Should financial difficulties continue and reserve levels notrebound to an adequate and required level, the rating could belowered further. In addition, while the possible expansion of theschool to include a high school has apparently been put on hold,the current rating reflects the uncertainty regarding thepotential expansion's size and the school's ability to increaseenrollment to a level that would produce adequate debt servicecoverage related to the issuance of additional bonds--particularlyif the new expansion is situated at a separate location from itscurrent site. The addition of a substantial amount of debt in arelatively short period would pose challengesrelated to facility and growth management.

For fiscal 2007, management is projecting a surplus of roughly$260,000. To assist with cash flow needs during the fiscal year,however, a short-term loan has been obtained in the amount of$600,000, payable within 18 months.

PINNACLE ENT: Awards $1.5 Million in Bonuses to Four Executives---------------------------------------------------------------Pinnacle Entertainment Inc.'s compensation committee has approvedthe 2006 cash bonuses and deferred bonuses, totaling $1,595,000,for certain executive officers of the company not including DanielR. Lee, chairman and chief executive officer, whose bonus will bedetermined by the Compensation Committee at a later time, based onachievement of previously established objective performance goals.

The 2006 deferred bonuses were awarded under the Deferred BonusPlan. The deferred bonuses are deferred and paid in three equalannual installments beginning January 2008. All cash bonuses werepaid on Jan. 4, 2007, except for amounts that any executiveofficer may have elected to defer under the company's benefitplans.

Wade W. Hundley, president, was awarded $360,000 in cash bonus anda deferred bonus of $120,000. Stephen H. Capp, executive vicepresident and chief financial officer was awarded a cash bonus of$337,500 and a deferred bonus of $112,500. Alain Uboldi, chiefoperating officer, was awarded a cash bonus of $255,000 and adeferred bonus of $85,000. John A. Godfrey, executive vicepresident, secretary and general counsel was awarded a cash bonusof $243,750 and a deferred bonus of $81,250.

Headquartered in Las Vegas, Nevada, Pinnacle Entertainment Inc.(NYSE: PNK) -- http://www.pnkinc.com/-- owns and operates casinos in Nevada, Louisiana, Indiana and Argentina, owns a hotel inMissouri, receives lease income from two card club casinos in theLos Angeles metropolitan area, has been licensed to operate asmall casino in the Bahamas, and owns a casino site and hassignificant insurance claims related to a hurricane-damaged casinopreviously operated in Biloxi, Mississippi. Pinnacle opened amajor casino resort in Lake Charles, Louisiana in May 2005 and anew replacement casino in Neuquen, Argentina in July 2005.

* * *

As reported in the Troubled Company Reporter on Oct. 4, 2006,Moody's Investors Service's confirmed Pinnacle EntertainmentInc.'s B2 Corporate Family Rating.

PRESERVE AT WOODLAND: Michigan Property Auction is January 29-------------------------------------------------------------Preserve at Woodland Harbor LLC and Woodland Harbor Holdings LLCwill sell an existing marina and clubhouse in South Haven,Michigan, at an auction at 12:00 p.m. on Jan. 29, 2007.

The auction will be held at the offices of Grubb, & Ellis, 500West Monroe Street, 29th Floor, in Chicago, Ill.

The Michigan property, known as the Project, will be sold free andclear of all liens, claims, encumbrances, and interest.

The Debtors anticipate that an adjacent land to the Project willbe developed for single-family homes and town houses.

All written bids for the Project must be submitted on or before12:00 p.m. on Jan. 26, 2007, and served to:

RADNOR HOLDINGS: Court Extends Removal Period to February 19------------------------------------------------------------The U.S. Bankruptcy Court for the District of Delaware extendeduntil Feb. 19, 2007, the period during which Radnor Holdings Corp.and its debtor-affiliates can file notices of removal with respectto prepetition actions pursuant to Bankruptcy Rules 9006 and 9027.

The Debtors inform the Court that they were parties to severaldifferent judicial and administrative proceedings pending invarious courts and administrative agencies.

The actions, the Debtors say, include a variety of claims,specifically, discrimination, workers' compensation and productliability claims.

In addition, the Debtors devoted their time on preparing a goingconcern sale of their businesses and maintaining the value oftheir businesses. Thus, they were unable to complete their reviewof the actions. The extension will allow the Debtors to determineany actions to be removed.

RADNOR HOLDINGS: Has Until March 19 to Decide on Leases-------------------------------------------------------The U.S. Bankruptcy Court for the Southern District of New Yorkextended until March 19, 2007, the period within which RadnorHoldings Corporation and its debtor-affiliates must move toassume, assume and assign, or reject unexpired leases of non-residential real property.

The Debtors tell the Court that they have been unable to make athorough examination of their unexpired leases because they hadfocused their attention to the sale of substantially all of theirassets to TR Acquisition Co., LLC. The sale to TR Acquisitionclosed in November 2006. The Debtors also need more time toanalyze their remaining leases in conjunction with theirdevelopment of a liquidating plan.

The Debtors say that the requested extension will be subject toeach lessor's right to request, upon appropriate notice andmotion, for the Court to shorten the extension period for theirrespective leases.

Standard & Poor's also affirmed the existing ratings on the seniorsecured first-lien and second-lien bank loans, including the $20million term loan B added to the facility, to provide for theacquisition of StorePerform Technologies.

RedPrairie is a global provider of supply chain execution softwareand services for warehouse, labor and transportation managementactivities, coordinating interaction between manufacturers,distributors, wholesalers and retailers. Pro forma for theproposed bank facilities, RedPrairie will haveapproximately $215 million of operating lease-adjusted total debt.

The market for supply chain execution software is highlyfragmented, with no clear market leader. In addition to competingwith other supply chain specialist vendors such as ManhattanAssociates, RedPrairie also competes with tier-one players such asOracle and SAP, each of whom possesses greater scale and broaderproduct breadth, in addition to being much better capitalized. Arelatively broad and diverse customer base, along with retentionrates in the high-90% area, support revenue visibility over theintermediate term; however, a continued focus on improving productfunctionality and servicingcapabilities will be a key to RedPrairie maintaining, orimproving, its competitive position over the longer term.

"The acquisition of StorePerform Technologies bolstersRedPrairie's presence on the front end of the supply chainprocess, namely within the retail store, providing functionalityaround such activities as workforce management," saidStandard & Poor's credit analyst Stephanie Crane Mergenthaler.

"RedPrairie has been acquisitive over the past few years,growing revenues from about $70 million in 2003 to a pro formarevenue base expected to exceed $200 million in 2006. However,RedPrairie's acquisitions have been less frequent than some of itspeers, and integration success is more apparent."

While the rating incorporates our expectation for continuedmoderate acquisition activity in this rapidly consolidatingmarket, Standard & Poor's expects acquisitions to be modestlysized over the next several quarters.

Despite a very narrow product focus and exposure to a highlycompetitive and consolidating marketplace, a broad and diversecustomer base, along with relatively stable operating marginsprovide ratings stability. A revision of the outlook to negativecould follow increased acquisition activity or any shareholderinitiatives, while a revision of the outlook to positive wouldlikely be a function of substantial, and sustained, improvement tothe company's debt leverage profile, likely the result ofsuccessful integration of BlueCube and continued progress ingrowing the customer base.

RELIABILITY INC: Posts $396,000 Net Loss in 2006 Third Quarter--------------------------------------------------------------Reliability Inc. reported a $396,000 net loss on $8,000 ofrevenues for the quarter ended Sept. 30, 2006, compared with a$717,000 net loss on $187,000 of revenues for the same period in2005.

The decline in revenues was due to no system upgrades during thethird quarter of 2006. Revenues came from spare parts sales andfield service support activities.

Gross margin decreased $22,000 during the quarter ended Sept. 30,2006, as a result of lower volume, changes in product mix, a$53,000 reduction in payroll and payroll related expenses, an$85,000 decrease in reserve accruals for excess and obsoleteinventory, and a $37,000 reduction in general operating expensesoffset by the reduction in revenues.

The decrease in net loss is mainly due to the $305,000 decrease inmarketing, general and administrative expenses, the $80,000research and development expenses in the 2005 third quarter,versus nil in 2006, partly offset by the decrease in gross profitmargins, and the $113,000 increase in loss from discontinuedoperations of the company's former automotive, power sources, andservices divisions.

Marketing, general and administrative expense reductions wereprimarily the result of a $232,000 decrease in labor cost due tostaff reductions, a $41,000 decrease in general operating expensesdue to lower business activity and reductions in staffing, and a$35,000 reduction in depreciation due mainly to thereclassification of the company's headquarters to assets held forsale and no longer subject to depreciation.

As part of cost cutting measures implemented in August of 2005,the company suspended all research and development activities.

At Sept. 30, 2006, the company's balance sheet showed $2.8 millionin total assets, $479,000 in total liabilities and $2.3 million intotal stockholders' equity.

As reported in the Troubled Company Reporter on July 12, 2006,Fitts, Roberts & Co. P.C., expressed substantial doubt aboutReliability Inc.'s ability to continue as a going concern afterauditing the company's financial statements for the year endedDec. 31, 2005. The auditing firm pointed to the company'srecurring losses and negative cash flows from operatingactivities.

About Reliability Inc.

Reliability Incorporated is principally engaged in the design,manufacture, market and support of high performance equipment usedto test and condition integrated circuits. The company has beenproviding capital equipment to integrated circuit manufacturersand users to burn-in integrated circuits since 1975 and tofunctionally test ICs during burn-in since 1980.

RESOURCE AMERICA: Earns $19.9 Million for the Year Ended Sept. 30-----------------------------------------------------------------Resource America Inc. reported income from continuing operationsof $3.9 million and $17.3 million for the fourth quarter andfiscal year ended Sept. 30, 2006, respectively, as compared with$793,000 and $5.4 million for the fourth quarter and fiscal yearended Sept. 30, 2005, respectively, an increase of $3.1 millionand $11.9 million, respectively.

Net income was $4.1 million and $19.9 million for the fourthquarter and fiscal year ended Sept. 30, 2006, respectively, ascompared to a net loss of $1.2 million and net income of$16.5 million, for the fourth quarter and fiscal year ended Sept.30, 2005, respectively.

Discontinued operations for fiscal 2005 include nine months ofoperations and spin-off costs related to Atlas America Inc., thecompany's former 80% owned energy subsidiary, prior to its tax-free distribution to shareholders on June 30, 2005. The fourthquarter ended Sept. 30, 2005, included $144,000 of spin-off costswhile the fiscal year ended Sept. 30, 2005, reflected$16.5 million of Atlas America income from discontinuedoperations, net of tax, including $2.7 million of spin-off costs.

Assets under management increased to $12.1 billion at Sept. 30,2006, from $7.1 billion at Sept. 30, 2005, an increase of $5billion.

At Sept. 30, 2006, the company's balance sheet showed$416.8 million in total assets, $223.7 million in totalliabilities, and $193.1 million in total stockholders' equity.

Both firms also recommend that Rite Aid stockholders vote to amendthe company's restated certificate of incorporation to increasethe number of authorized shares of common stock from 1 billionshares to 1.5 billion shares and to approve the company's 2006Omnibus Equity Plan.

On Aug. 24, 2006, Rite Aid had entered into a definitive agreementto acquire approximately 1,850 Brooks and Eckerd drugstores anddistribution centers from The Jean Coutu Group for 250 millionshares of Rite Aid common stock, $1.45 billion in cash and theintended assumption of $850 million of The Jean Coutu Group's longterm debt. Closing of the transaction, which is expected shortlyafter Rite Aid's fourth quarter is dependent upon Rite Aidstockholder approval, review under the Hart-Scott Rodino Act andother customary closing conditions.

Rite Aid and The Jean Coutu Group are currently responding toa request for additional information from the Federal TradeCommission for the Hart-Scott Rodino review.

Mary Sammons, Rite Aid president and CEO, commented: "We arepleased that such leading proxy advisory firms as ISS and GlassLewis both recognize that the acquisition of the Brooks and Eckerdchains is a unique opportunity for Rite Aid and its stockholders.The transaction will significantly expand the size of our companywith good stores in attractive locations and give us the scale weneed to compete more effectively. With approximately 5,000stores, we'll be better able to take advantage of the growthopportunities in the retail drugstore sector as well as be betterable to withstand competitive challenges to our business."

Institutional Shareholder, which issued its report to clientsJan. 5, 2007, said it supported the acquisition "based upon thecompelling strategic rationale, the significant synergy potentialand the market enthusiasm for the deal."

Institutional Shareholder also said in its report: "We note thatthe Rite Aid share price has appreciated 18% since the deal'sannouncement, outperforming both of its primary peers CVS andWalgreen. One reasonable interpretation of this positive relativeperformance-a rarity for a company making a large acquisition-isthat the market believes the proposed transaction will createvalue." The firm added that "acquirers who experience short-termmarket outperformance tend to create value over the long-term aswell."

Glass Lewis, which issued its report to clients Dec. 21, 2006,said it believes the transaction is beneficial because it "willbolster the company's growth, provides economies of scale and beaccretive to Rite Aid's earnings in the second year post-closing."Glass Lewis also said: "We also note that the transaction willallow the company to remain competitive during a period ofaggressive deal making in the pharmaceutical retail industry."

About Rite Aid

Headquartered in Camp Hill, Pennsylvania, Rite Aid Corporation(NYSE, PCX: RAD) -- http://www.riteaid.com/-- runs a drugstore chain with 2005 annual revenues of $17.3 billion and 3,320 storesin 27 states and the District of Columbia.

* * *

As reported in the Troubled Company Reporter on Oct. 25, 2006,Moody's Investors Service confirmed the ratings of Rite AidCorporation's $300 million 2nd-lien secured notes due 2011 and$357 million 2nd-lien secured notes due 2011 at B2.

Sankaty High Yield Partners III L.P. is structured as a marketvalue collateralized debt obligation, which invests the proceedsof its note issuance in a diverse portfolio of bank loans, highyield securities, and mezzanine and special situation investments.Founded in 1998, Sankaty Advisors, LLC is the credit affiliate ofBain Capital Inc.

The ratings are based upon the asset pool, the advance ratesapplicable to those assets and the credit enhancement provided tothe various rated classes of debt through subordination andunrated equity capital. The ratings assigned to all classes ofnotes address the likelihood that the investors will receivetimely payment of interest and ultimate payment of principal.

SECURITY AVIATION: Hires Christianson & Spraker as Counsel----------------------------------------------------------The U.S. Bankruptcy Court for the District of Alaska gave SecurityAviation Inc. permission to employ Christianson & Spraker as itsbankruptcy counsel.

Christianson & Spraker will:

(a) prepare the necessary schedules of assets and liabilities and related pleadings;

All creditors are invited, but not required, to attend. ThisMeeting of Creditors offers the one opportunity in a bankruptcyproceeding for creditors to question a responsible officer of theDebtor under oath about the company's financial affairs andoperations that would be of interest to the general body ofcreditors.

Headquartered in Anchorage, Arkansas, Security Aviation, Inc. -- http://www.securityaviation.biz/-- provides air charter services. The Company filed for chapter 11 protection on Dec. 21, 2006(Bankr. D. Ala. Case No. 06-00559). Cabot C. Christianson, Esq.,at Christianson & Spraker, represents the Debtor. When the Debtorfiled for protection from its creditors, it estimated assetsbetween $10 million to $50 million and debts between $1 million to$10 million.

SOLUTIA INC: Selling 482-Acre Property to Shintech for $7.1 Mil.----------------------------------------------------------------The U.S. Bankruptcy Court for the Southern District of New Yorkauthorized Solutia Inc. and its debtor-affiliates to sell theirapproximately 482 acres of undeveloped flat land in Alvin, Texas,to Shintech Incorporated for $7,109,500.

The property is a part of the Debtors' approximately 3,000-acreland called the Chocolate Bayou Property where the Debtors operatea chemical manufacturing plant on only 300 of the 3,000 acres. Ofthe remaining 2,700 acres, 370 acres are leased to a third party,245 acres are covered by a reservoir and the remaining 2,085acres are unoccupied and undeveloped flat land.

J.V. Industrial Companies, Ltd. asserted a secured Claim No. 319predicated on a perfected statutory mechanic's and materialmen'slien against Solutia. J.V. informally objected to the motionarguing that the J.V. Claim would not be adequately protectedfollowing the closing of the proposed sale.

Solutia and J.V. entered into a Court-approved stipulation toresolve the objection and to allow the J.V. Claim as a securedclaim in the Debtors' Chapter 11 cases.

The Court approved the stipulation entered into by Solutia andLongacre and authorized Solutia to pay to Longacre all amountsdue on account of the Fluor Claim from the proceeds of the sale.

Longacre will retain the Fluor Lien on the remainder of theChocolate Bayou property. The Sale proceeds will be depositedinto a segregated interest-bearing account maintained by Solutia,and will only be released pursuant to the terms of the Longacrestipulation. Solutia will not deposit any additional funds intothe Segregated Account, or use the funds in the Account for anyother unauthorized purpose.

Stipulation with J.V.

The J.V. Claim asserted a secured claim against Solutia and arosefrom labor and materials furnished, and improvements and repairsto Solutia's Chocolate Bayou Facility.

J.V. informally objected to the motion as it did not adequatelyprotect the interest of J.V., as required by Section 363 of theBankruptcy Code. Upon review of its books and records, Solutiahas determined that the amounts asserted by J.V. in its Claim areaccurate for the goods and services provided. The J.V. Lien hasalso been determined to be valid and perfected, and fully securespayment of the Claim.

The stipulation between Solutia and J.V. states that:

* J.V. consents to the relief sought in the Motion and agrees to refrain from taking further action with regard to the sale of the Property;

* The J.V. Claim is allowed as a fully secured claim against Solutia in the amount of $467,693, plus applicable interest; and

* If an alternate plan of reorganization is proposed by Solutia or any other party is confirmed, the Claim will receive the same treatment as all other fully secured claims or allowed fully secured mechanic's lien claims, if classified separately.

The Claim will be paid in full on the earlier of the effective date of the confirmed Chapter 11 plan; other date that unpaid allowed fully secured claims in the case are paid; a date agreed on by the parties; or as directed by the Bankruptcy Court.

Stipulation with Longacre

Before the Debtors' bankruptcy filing, Solutia entered into acontract with Fluor for the construction of an accylonitrile plantlocated at Solutia's Chocolate Bayou plant in Alvin, BrazoriaCounty, Texas.

Certain disputes arose; Fluor sued Solutia before the U.S.District Court for the Southern District of Texas regarding theFluor Contract and the work on the AN-7 plant. Solutia and Fluorsubsequently decided on a consensual resolution and Solutiaagreed to pay $20,000,000 to Fluor.

Solutia paid the first $10,000,000 of the settlement amount. Theremainder was to be paid in semi-annual installments of$1,666,667. The obligation to pay was secured by a mechanic'sand materialmen's lien on the AN-7 Plant and the Chocolate BayouProperty. The Lien is deemed to be perfected as of November 8,2000.

Solutia made the first two installment payments. Fluor filed asecured Claim No. 4593 for the aggregate amount of the remainingInstallment Payments in the amount of $6,731,277, plus accruinginterests and other costs and expenses against Solutia in itsChapter 11 cases.

The Claim was transferred to Longacre on June 5, 2006. To obtainLongacre's consent to the Property Sale, Solutia and Longacrestipulate and agree that:

* Longacre will not object to the approval of the motion or the Sale, however, Longacre will retain its Lien on the AN-7 Plant and the Chocolate Bayou Property other than the Sale Property;

* The Fluor Claim will be deemed to be an allowed secured claim and will not be subject to any objection, offset, defense, or counterclaims, and no party may contest Longacre's right to the allowed Fluor Claim and the payment;

* Longacre's Lien will attach to the Sale Proceeds held in the Segregated Account;

* Solutia will obtain the consent of the debtors-in- possession lenders to pay the Allowed Fluor Claim in full in conjunction with the anticipated amendment of the DIP agreement in January 2007;

* The Sale Proceeds will remain in the Segregated Account until released solely in accordance with the stipulation; pursuant to a written agreement between Solutia and Longacre; or pursuant to Court order;

* Upon full satisfaction of the Allowed Fluor Claim, the balance of the Segregated Account will be released to Solutia;

* If payment is not made during the pendency of Solutia's Chapter 11 cases, Solutia will, on the effective date of a plan, assign, transfer, deliver, and pay over to Longacre, by wire transfer of immediately available funds to an account specified by Longacre, the balance of the Segregated Account; and

* To the extent the effective date account transfer does not satisfy the Allowed Fluor Claim in full, Longacre will be paid in full in cash on account of the remaining amount due on the Allowed Fluor Claim on effective date, or soon as practicable of any plan of reorganization in the Solutia's Chapter 11 cases.

The Sale Process

As reported in the Troubled Company Reporter on Dec. 18, 2006,James T. Strehl, general manager of the Basic Chemicals Group atSolutia, told the Court that in April 2006, the company wasapproached by an agent acting on behalf of an anonymous buyer,later revealed to be Shintech. Houston, Texas-based Shintech isthe largest producer of the chemical polyvinyl chloride in theUnited States. Shintech sought to purchase a parcel of theUnoccupied Chocolate Bayou Property to construct a chemicalmanufacturing plant.

Shintech is a subsidiary of the Japanese diversified chemicalscompany, Shin-Etsu Chemical Co., Ltd. Shintech initially offeredto purchase approximately 900 acres of the Unoccupied ChocolateBayou Property for $6,200 per acre, for a total purchase price of$5,580,000.

To evaluate the offer, in July 2006, Solutia hired AmericanAppraisal Associates to perform an appraisal of the 900 acres ofUnoccupied Chocolate Bayou Property. American Appraisalsubmitted an appraisal report to Solutia, dated September 1,2006, which concluded that Shintech's initial offer of $6,200 peracre exceeded the appraised value of the land.

The Appraisal Report assumed it would take Solutia 12 to 24months to sell the land for the appraised amount.

After the Parties executed a letter of intent and Shintech beganits due diligence, the Parties engaged in good faith, arm's-length negotiations. These negotiations resulted in the Partiesagreeing that Shintech would purchase only 482 acres of theUnoccupied Chocolate Bayou Property for $14,750 an acre, or atotal price of $7,109,500. The Purchase Price represents anincrease of $8,550 per acre over Shintech's initial offer,Mr. Henes noted.

The Purchase Agreement

Pursuant to the CB Land Purchase Agreement, Shintech will pay the$7,109,500 purchase price at closing in cash. Shintech alsoagreed to allow Solutia to continue to run its underground pipesand above ground transportation over the Sale Property.

Other terms of the CB Land Purchase Agreement are:

Earnest Money: Shintech paid Solutia a $25,000 non-refundable deposit, which will be credited against the Purchase Price. Shintech also deposited $475,000 with Stewart Title Company, as Escrow Agent. This amount will be credited against the Purchase Price, or in the event the Sale is not consummated, it will be distributed pursuant to the terms of the Escrow Agreement.

Title/ Permitted Encumbrances: Solutia presently has and will convey to Shintech good and indefeasible title to the Property on the Closing Date subject only to:

(i) general real estate taxes for the current year,

(ii) local, state and federal laws, ordinances or governmental regulations,

(iii) any title matter approved, or caused, by Shintech,

(iv) existing easements and other rights-of- way affecting the Property, and

(v) the Ancillary Agreements.

Covenants: Solutia agrees to use good faith efforts to obtain approval of the Sale by December 28, 2006. The Parties will use good faith efforts to negotiate the terms of the Ancillary Agreements.

Conditions to Closing: The Conditions to Shintech's Obligation to Close are typical for a transaction of this type, including:

(i) all of Solutia's representations and warranties will be true and correct,

(ii) no encumbrances or title defects other than Permitted Encumbrances,

(iii) all of Solutia's covenants performed,

(iv) no material adverse change in the condition of the Property,

(v) the Parties have agreed upon the terms of the Ancillary Agreements, and

(vi) to preserve the December 29, 2006 closing date, an Approval Order obtained by no later than December 28, 2006.

The Conditions to Solutia's Obligation to Close are typical for a transaction of this type, including:

(i) all of Shintech's representations and warranties will be true and correct,

(ii) Shintech will have performed all covenants,

(iii) Approval Order will be obtained by March 31, 2007 and

(iv) the Parties will have agreed upon the terms of the Ancillary Agreements.

Proration of Taxes: General real estate taxes for the current year relating to the Property will be allocated between Solutia and Shintech based on the Closing Date.

Attorneys' Fees & Legal Expenses: If either party institutes any action or proceeding related to the CB Land Purchase Agreement, the prevailing party is entitled to receive all reasonable attorneys' fees and court costs from the losing party.

Right of First Refusal: In the event Shintech acquires the Sale Property, but does not construct a chemical manufacturing facility on it, and subsequently decides to sell all or part of the Property, it will provide Solutia the right to meet a bona fide third-party offer for the purchase of the Property.

About Solutia Inc.

Headquartered in St. Louis, Missouri, Solutia Inc. (OTCBB:SOLUQ)-- http://www.solutia.com/-- and its subsidiaries, engage in the manufacture and sale of chemical-based materials, which are usedin consumer and industrial applications worldwide. The companyand 15 debtor-affiliates filed for chapter 11 protection onDec. 17, 2003 (Bankr. S.D.N.Y. Case No. 03-17949). When theDebtors filed for protection from their creditors, they listed$2,854,000,000 in assets and $3,223,000,000 in debts.

SOLUTIA INC: Projects Rise in Earnings 5 Years After Bankr. Exit----------------------------------------------------------------Solutia Inc. expects its earnings to rise in the next five yearsfollowing its exit from chapter 11, according to its revisedbusiness plan provided to certain holders of 6.72% notes dueOct. 15, 2037, or the 7.375% notes due Oct. 15, 2027, it issuedpursuant to an Indenture dated Oct. 1, 1997.

Solutia presented the business plan, which includes bothhistorical and projected financial information, to Noteholderspursuant to the terms of a confidentiality agreement entered intoon Dec. 8, 2006.

Solutia's net income of $8,000,000, including a $44,000,000 gainfrom one-time items, for the year 2006 changed little from 2005.Solutia expects its profit from continuing operations, whichexcludes some items, to be $79,000,000 in 2007; $124,000,000 in2008; $166,000,000 in 2009; $197,000,000 in 2010; and$228,000,000 in 2011.

Solutia's financial projections assume emergence from Chapter 11on December 31, 2006. Each quarter delay in emergence accountsfor an additional cash outlay of $25,000,000 for lack of OPEBfunding and reorganization professional fees. Total cash paid atemergence is assumed to be $301,000,000:

Headquartered in St. Louis, Missouri, Solutia Inc. (OTCBB:SOLUQ)-- http://www.solutia.com/-- and its subsidiaries, engage in the manufacture and sale of chemical-based materials, which are usedin consumer and industrial applications worldwide. The companyand 15 debtor-affiliates filed for chapter 11 protection onDec. 17, 2003 (Bankr. S.D.N.Y. Case No. 03-17949). When theDebtors filed for protection from their creditors, they listed$2,854,000,000 in assets and $3,223,000,000 in debts.

Although the quotation of Sontra's common stock has beensuspended, the company will remain subject to Nasdaq rules untilits delisting is effective on Jan. 18, 2007.

As of Jan. 8, 2007, the company's quotation for its common stockis expected to appear in the "Pink Sheets" under the symbol"SONT." The company's common stock may also be quoted in thefuture on the OTC Bulletin Board provided a market maker files thenecessary application with the NASD and such application iscleared.

Following its delisting from Nasdaq, the company expects to remaina public company and to continue to make its required SEC filings.

Based in Franklin, Massachusetts, Sontra Medical Corporation(Nasdaq: SONT) -- http://www.sontra.com/-- develops platform technology for transdermal science. In addition, the company ownstechnology for transdermal delivery of large molecule drugs andvaccines.

As reported in the Troubled Company Reporter on Dec. 29, 2006, thecompany disclosed that it will cease operations because it hasbeen unable to raise additional capital. The company has alsoelected to voluntarily delist from the Nasdaq Capital Market. Thecompany has provided a voluntary delisting notice to the NasdaqStock Market.

STRUCTURED ASSET: Moody's Rates Class B1 Certificates at Ba1------------------------------------------------------------Moody's Investors Service has assigned an Aaa rating to the seniorcertificates issued by Structured Asset Securities Corporation2006-Z, and ratings ranging from Aa2 to Ba1 to the subordinatecertificates in the deal.

The securitization is backed by Option One Mortgage Corporation,BNC Mortgage, Inc and various other originators originated,adjustable-rate and fixed-rate, subprime loans. The ratings arebased primarily on the credit quality of the loans, and on theprotection from subordination, excess spread, andovercollateralization. The ratings also benefit from an interest-rate swap agreement provided by HSBC Bank USA, N.A.

The certificates were sold in privately negotiated transactionswithout registration under the Securities Act of 1933 undercircumstances reasonably designed to preclude a distributionthereof in violation of the Act. The issuance has been designedto permit resale under Rule 144A.

The board also directed the company's management to amend the Planto distribute all accumulated benefits under the Plan in 2007 inaccordance with transition guidance under Section 409A of theInternal Revenue Code.

The termination was recommended by the company's managementbecause of the limited participation in the Plan.

The company disclosed that the unfunded aggregate accumulateddeferrals accrued at Nov. 30, 2006 were approximately $300,000, aportion of which represent stock compensation that it expects willbe paid-out in the form of shares of the company's Class A commonstock.

The Plan was implemented in June 2004 for the benefit of certainmanagement employees and members of the company's Board ofDirectors.

Based in Berwyn, Pennsylvania, SunCom Wireless Holdings Inc.(NYSE: TPC) -- http://www.suncom.com/-- offers digital wireless communications services to more than one million subscribers inthe southeastern United States, Puerto Rico and the U.S. VirginIslands. SunCom is committed to delivering Truth in Wireless bytreating customers with respect, offering simple, straightforwardplans and by providing access to the largest GSM network and thelatest technology choices.

The ratings are being reviewed based upon the recent pace oflosses accompanied by deterioration of credit enhancement.

These are the rating actions:

* Terwin Mortgage Trust 2005-1SL

-- Class B-4, Currently Ba2, on review for possible downgrade

* Terwin Mortgage Trust 2005-3SL

-- Class B-6-PI, Currently Ba2, on review for possible downgrade

* Terwin Mortgage Trust 2006-2HGS

-- Class B-7, Currently Ba3, on review for possible downgrade

THERMADYNE HOLDINGS: To Record Impairment Charge on Divestitures----------------------------------------------------------------Thermadyne Holdings Corporation concluded that an impairmentcharge, estimated to be between $10 million and $13 millionprimary related to the writing off of goodwill and intangibleassets as a result of its divestitures of Maxweld and ThermadyneSouth Africa, is required.

The impairment charge is to be recorded in the fourth quarter offiscal 2006 and the company expects it to be offset by cashreceived in the transaction. In addition, the company estimatesthat less than $100,000 of the impairment charge will result infuture cash expenditures.

The company does not expect to incur any material costs or chargesin connection with the divestitures, other than the impairmentcharge.

The company's board of directors and management previouslycommitted to divest from its South African subsidiaries, Maxweld &Braze Pty. Ltd. and Thermadyne South Africa (Pty.) Ltd., as partof its evaluation of its non-core operations. Maxweld is awholesaler with an outlet in Johannesburg, South Africa, andThermadyne South Africa is a retailer with a network of storesthroughout South Africa.

The company expects to receive a combined total of between$19 million and $20 million from the two divestitures. Thecompanyt expects that at least 75% of the sale proceeds will bepaid in cash at the closing, which it anticipates could occur inthe middle of the first quarter of 2007. The Company also expectsthat the balance, as adjusted for foreign currency fluctuations,would likely be paid within three years.

The company intends to use the proceeds from the proposeddivestitures to further reduce debt.

As reported in the Troubled Company Reporter on Oct. 30, 2006,Moody's Investors Service, in connection with the implementationof its new Probability-of-Default and Loss-Given-Default ratingmethodology for the U.S. manufacturing sector, confirmed the Caa1Corporate Family Rating for Thermadyne Holdings Corporation, aswell as the Caa2 rating on the company's $175 Million 9.25% SeniorSubordinate Notes due Feb. 1, 2014. Those debentures wereassigned an LGD5 rating suggesting noteholders will experience a73% loss in the event of default.

The company reported a $13.1 million net loss for the thirdquarter ended Nov. 26, 2006, compared with a net loss of$5.2 million for the same quarter 2005.

Operating loss was $9.9 million for the quarter ended Nov. 26,2006, versus an operating loss of $3.7 million for the comparablequarter in 2005.

Net sales increased 16.3% to $375.7 million for the quarter endedNov. 26, 2006, compared with $323.1 million for the same period in2005. Chemical sales related to the acquisition of UAP Timberlandwere $37.9 million.

Gross profit was $40.6 million for the quarter ended Nov. 26,2006, compared with $50.5 million in the same quarter in 2005.Gross margin was 10.8% for the quarter, compared with 15.6% in thecomparable quarter of 2005.

At Nov. 26, 2006, there was $371.9 million of borrowingsoutstanding under the senior secured asset based revolving creditfacility and United Agri Products, Inc. had additional borrowingcapacity of $287.7 million after giving effect to $15.4 million ofletters of credit under the sub-facility. At Nov. 27, 2005, thecompany had $148.9 million debt outstanding under its priorrevolving credit facility, which was refinanced on June 1, 2006.

UAP Holding Corp. (Nasdaq: UAPH) -- http://www.uap.com/-- is the holding company of United Agri Products, Inc., an independentdistributor of agricultural and non-crop inputs in the UnitedStates and Canada. United Agri Products markets a line ofproducts, including crop protection chemicals, seeds andfertilizers, to growers and regional dealers. United AgriProducts also provides an array of value-added services, includingcrop management, biotechnology advisory services, custom blending,inventory management and custom applications of crop inputs.United Agri Products maintains a network of approximately 330distribution and storage facilities and three formulation andblending plants, strategically located throughout the UnitedStates and Canada.

US AIRWAYS: Ups Offer for Delta Air to $10.2 Billion----------------------------------------------------US Airways Group, Inc. disclosed Wednesday that it has increasedits offer to merge with Delta Air Lines, Inc.

Under the revised proposal:

* Delta's unsecured creditors would receive $5.0 billion in cash and 89.5 million shares of US Airways stock.

* When applying the same valuation methodology and assumptions as described in Delta's Disclosure Statement, US Airways' advisor Citigroup estimates this new proposal will provide between $12.7 and $15.4 billion in value to Delta's unsecured creditors, which represents a significant premium over the $9.4 to 12.0 billion valuation that Delta places on its stand-alone plan.

* Based on the closing price of US Airways stock as of Tuesday, Jan. 9, 2007, the new proposal has a current market value of approximately $10.2 billion.

The merger is expected to be accretive to US Airways' earnings pershare in the first full year after completion of the merger.

The increased offer is set to expire on Feb. 1, 2007 unless thereis affirmative creditor support for commencement of due diligence,making the required filings under Hart-Scott-Rodino, as well asthe postponement of Delta's hearing on its Disclosure Statementscheduled for Feb. 7, 2007.

US Airways has committed financing from Citigroup and MorganStanley for the proposed transaction for $8.2 billion,representing $5.0 billion to fund the cash portion of the offerand $3.2 billion in refinancing existing obligations at both USAirways and Delta.

US Airways Chairman and Chief Executive Officer Doug Parkerstated, "While our original proposal offered substantially morevalue to Delta's unsecured creditors than the Delta stand-aloneplan, we are making this revised offer to eliminate any doubt thata merger with US Airways offers Delta's unsecured creditorssignificantly more value. Without the support of the creditors,our offer is set to expire on Feb. 1. It is time for this processto move forward. We continue to believe that this is the righttime to create a better airline that provides more choice toconsumers, increased job security for both airlines' employees andgenerates more value for all of our stakeholders."

Consumers across the nation will benefit from greater choice andlower fares from the "New" Delta. Since the combination ofAmerica West and US Airways in 2005, US Airways has loweredleisure and business fares by up to 83 percent in about 1,000markets. Every domestic destination served today by either USAirways or Delta will continue to be served by the New Delta,which will provide consumers across the nation access to a largernetwork that connects them to more people and places.

Employees also will benefit from working for a larger and morecompetitive airline. As US Airways has already announced,frontline employees of the New Delta will move to the higher coststructure of the combined airlines, and there will be no furloughsof frontline employees of either Delta or US Airways. Thecombination of US Airways and America West, which was accomplishedwithout any involuntary mainline furloughs despite capacityreductions of 15 percent, demonstrates that a merger can be in thebest interests of employees, not just shareholders.

"This is a transaction that makes sense for US Airwaysstockholders, Delta creditors, the employees and customers of bothcompanies, and the communities that we serve," said Mr. Parker.

The revised US Airways proposal retains the same conditions as theoriginal offer and is conditioned on satisfactory completion of adue diligence investigation, which the company believes can becompleted expeditiously, approval by Delta's Bankruptcy Court of amutually agreeable plan of reorganization that would be predicatedupon the merger, regulatory approvals, and the approval of theshareholders of US Airways.

Citigroup Corporate and Investment Banking is acting as financialadvisor to US Airways, and Skadden, Arps, Slate, Meagher & FlomLLP is acting as primary legal counsel, with Fried, Frank, Harris,Shriver & Jacobson LLP as lead antitrust counsel to US Airways.

Under a chapter 11 plan declared effective on March 31, 2003,USAir emerged from bankruptcy with the Retirement Systems ofAlabama taking a 40% equity stake in the deleveraged carrier inexchange for $240 million infusion of new capital.

The Debtors' chapter 11 plan for its second bankruptcy filingbecame effective on Sept. 27, 2005. The Debtors completed theirmerger with America West on the same date.

US Airways, US Airways Shuttle, and US Airways Express operateapproximately 3,800 flights per day and serve more than230 communities in the U.S., Canada, Europe, the Caribbean, andLatin America. The new US Airways is a member of the StarAlliance, which provides connections for customers to841 destinations in 157 countries worldwide.

US AIRWAYS: S&P Retains Dev. Watch Despite Revised Delta Offer--------------------------------------------------------------Standard & Poor's Ratings Services stated that its ratings on USAirways Group, including the 'B-' corporate credit ratings on USAirways Group and its major operating subsidiaries America WestHoldings Corp., America West Airlines Inc., and US Airways Inc.,remain on CreditWatch with developing implications, where theywere initially placed on Nov. 15, 2006.

US Airways revised its proposal to merge with Delta Air LinesInc., under which both companies would combine upon Delta'semergence from bankruptcy, expected in the first half of 2007.

The revised proposal, for which US Airways already has$8.2 million of committed financing, would provide approximately$10 billion in cash and stock to Delta's unsecured creditors, anapproximate 19% increase over the previous proposal. Thecombination would result in one of the world's largest airlinesand US Airways still estimates annual revenue/cost synergies of$1.7 billion when fully phased in over a two-year period. Therevised proposal will expire on Feb. 1, 2007, unless there isaffirmative creditor support for commencement of due diligence, aHart Scott Rodino filing, and a postponement of Delta's scheduledFeb. 7, 2007, bankruptcy disclosure statement hearing. Delta'sofficial creditor committee, the principal group whose approval isneeded for the merger, has hired airline industry veteran GordonBethune as its advisor, a development that US Airways' views aspositive.

"If US Airways completes the merger but encounters problems withintegrating both airlines, particularly among the different laborgroups, ratings could be lowered."

Standard & Poor's will assess the combined entity's operationalsynergies and the effect of the increased level of debt on itsfinancial profile in resolving the CreditWatch.

USG CORPORATION: IINA Objects to Assume All Contacts Proposal-------------------------------------------------------------Indemnity Insurance Company of North America objects to USGCoporation and its debtor affiliates proposal to assume all oftheir executory contracts pursuant to their Chapter 11 Plan.

In October 2006, the Reorganized Debtors served IINA with a noticeregarding the assumption of an insurance policy identified by theReorganized Debtors as USG ID No. 1291.

On behalf of IINA, James C. Carignan, Esq., at Pepper HamiltonLLP, in Wilmington, Delaware, informs the Court that although theinvestigation is not yet complete, it appears that IINA and itsaffiliates have issued various insurance policies to theReorganized Debtors over the years, and may have entered intoother related agreements with one or more of the ReorganizedDebtors.

(1) the Reorganized Debtors failed to list all the executory contracts between the parties that have existed in the past. IINA asserts that to the extent other executory contracts exist, the Reorganized Debtors must assume them;

(2) the Notice fails to give any meaningful detail as to the insurance policy to be assumed; and

(3) the Reorganized Debtors do not propose to cure any existing defaults, provide any assurance of a cure, or provide adequate assurance of future performance.

IINA and its affiliates reserve the right to amend or supplementthe objection as their investigation reveals additionalinformation relating to contracts between the parties.

Based in Chicago, Ill., USG Corporation -- http://www.usg.com/-- through its subsidiaries, manufactures and distributes buildingmaterials producing a wide range of products for use in newresidential, new nonresidential and repair and remodelconstruction, as well as products used in certain industrialprocesses.

When the Debtors filed for protection from their creditors, theylisted $3,252,000,000 in assets and $2,739,000,000 in debts. TheDebtors emerged from bankruptcy protection on June 20, 2006. (USGBankruptcy News, Issue No. 127; Bankruptcy Creditors' Service,Inc., http://bankrupt.com/newsstand/or 215/945-7000).

USG CORPORATION: Court Okays Modification to Discharge Injunction-----------------------------------------------------------------The Honorable Judith K. Fitzgerald of the U.S. Bankruptcy Courtfor the District of Delaware grants the Reorganized USG Coporationand its debtor affiliates request, to modify their joint plan ofreorganization and the confirmation order, in its entirety andrules that the Bankruptcy Court will have exclusive jurisdictionto resolve any controversy relating to the Claims and the ClassAction, subject to the right of any party to request themodification of the Discharge Injunction to liquidate the Claimsin a different forum.

The Reorganized Debtors ask the Court to modify their Joint Planof Reorganization and the Confirmation Order with regard toinjunction against pursuing liquidation of claims in a forum otherthan the Bankruptcy Court.

The Reorganized Debtors seek to modify the Discharge Injunctionsolely to permit the South Carolina Circuit Court of HamptonCounty, South Carolina, to approve the settlement agreementbetween United States Gypsum Company and Anderson MemorialHospital.

U.S. Gypsum Co. and Anderson, on behalf of itself and othersimilarly situated members, entered into a settlement agreementwith respect to various asbestos property damage claims subject toa prepetition class action in the Circuit Court.

Pursuant to the Settlement Agreement, and if approved by theCircuit Court:

(a) The Reorganized Debtors will pay a lump sum, with interest, in complete satisfaction of the claims;

(b) Anderson's Claim Nos. 5697, 5698, 6286, and 6289 will be allowed in Class 8 under the Plan in the amount of the Settlement Fund;

(c) The claims filed by other plaintiffs in the Class Action will be subsumed within Anderson's Claims, and disallowed and expunged; and

(d) Distribution of the Settlement Fund will be a part of the Class Action. In return, the Debtors will receive a release of all the Asbestos Property Damage Claims of the class and a right of indemnification.

The parties have agreed that the Discharge Injunction will bemodified solely to the extent necessary to obtain the CircuitCourt's approval of the Settlement Agreement.

The parties further agreed that if the Circuit Court does notapprove the Settlement Agreement, the Discharge Injunction will bereinstated, all proceedings before the Circuit Court will ceaseand be stayed, and the parties will be returned to the status quothat existed as of the date of the Settlement Agreement.

Mr. DeFranceschi notes that the Reorganized Debtors may terminatethe Settlement Agreement if, among other things:

-- it is disapproved or modified by the Circuit Court or by any appellate court;

-- dismissal of the Class Action with prejudice as to the Reorganized Debtors cannot be accomplished;

-- a final judgment on the Settlement Agreement's terms is not entered; or

-- it is not fully consummated and effected.

Mr. DeFranceschi emphasizes that the Reorganized Debtors are notseeking the Court's approval of the Settlement Agreement, but theyare only requesting the Court to modify the Discharge Injunctionon a limited basis to permit the parties to seek the CircuitCourt's approval of the Settlement Agreement, which will result inthe liquidation of the asbestos property damage claims.

Based in Chicago, Ill., USG Corporation -- http://www.usg.com/-- through its subsidiaries, manufactures and distributes buildingmaterials producing a wide range of products for use in newresidential, new nonresidential and repair and remodelconstruction, as well as products used in certain industrialprocesses.

When the Debtors filed for protection from their creditors, theylisted $3,252,000,000 in assets and $2,739,000,000 in debts. TheDebtors emerged from bankruptcy protection on June 20, 2006.(USG Bankruptcy News, Issue No. 127; Bankruptcy Creditors'Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000).

USP DOMESTIC: UNCN Deal Cues Moody's Ratings Review for Downgrade-----------------------------------------------------------------Moody's Investors Service placed the ratings for USP DomesticHoldings Inc. under review for possible downgrade after the recentdisclosure that its parent entered into an agreement to merge withUNCN Acquisition Corp., an affiliate of private equity firm WelshCarson, Anderson & Stowe.

Holdings is a wholly-owned subsidiary of United Surgical PartnersInternational, Inc., the ultimate parent company. Under the termsof the merger agreement, holders of USPI common stock will receive$31.05 per share in cash for their shares in a transaction valuedat $1.8 billion, including the assumption of USPI debt.

Moody's expects that Welsh Carson will re-leverage USPI's balancesheet as a consequence of taking the company private. The ratingagency also expects that existing debt instruments of USPI will berefinanced as part of this transaction. If this transpires, theratings will be withdrawn at the time of close of the newfinancing. It is Moody's understanding that a permanentrefinancing plan has not yet been completed.

Once information on the new structure is obtained, Moody's ratingreview will primarily focus on the company's financial flexibilityafter the leveraged buyout. The most important factors in thatanalysis are expected to be the financial structure and legalentities, the business strategy of the company going forth, thedetails surrounding the company's external sources of liquidityand the level of commitment to debt repayment.

The Amendment amends the definition of "Investor" to includeHotchkis and Wiley Capital Management, LLC. The Amendment willpermit Hotchkis and Wiley Capital Management to become thebeneficial owner of up to 20% of the outstanding shares of thecompany's common stock without being deemed to be an AcquiringPerson, as defined in the Rights Agreement, and therefore nottriggering any adverse event under the Rights Agreement.

A full text-copy of Amendment No. 2 to the Rights Agreementbetween Valassis Communications, Inc. and National CityCorporation, as rights agent may be viewed at no charge athttp://ResearchArchives.com/t/s?184a

WERNER LADDER: Gets Interim OK on Executive Incentive Payment Plan------------------------------------------------------------------The Honorable Kevin J. Carey of the U.S. Bankruptcy Court for theDistrict of Delaware authorized, but did not require, WernerHolding Co. (DE) Inc. aka Werner Ladder Company and its debtor-affiliates to:

(i) adopt and implement an executive incentive plan for the fourth quarter of 2006; and

(ii) make incentive payments related to the revised 2006 budget to eligible executives.

In addition, the Court permitted the Debtors to execute andperform their obligations under certain non-complete agreementsand pay the eligible executives under those agreements.

Payment of the Debtors' obligations to their prepetition lenderswill be subject to the payment of all the incentive payments andnon-compete payments earned but not yet paid under the executiveincentive plan.

The Court will convene a hearing on the 2007 Executive IncentivePlan on Jan. 18, 2007, at 2:00 p.m.

Need for Adequate Incentive Program

As a result of the continued demands placed on senior managementand the recent resignations of their CEO Steve Richman andanother executive, the Debtors' board of directors has determinedthat it is critical to implement an adequate incentive programfor senior managers and other executives who are able to directlyimpact the Debtors' performance, business initiatives and courseof restructuring.

According to Robert S. Brady, Esq., at Young, Conaway, Stargatt &Taylor, LLP, in Wilmington, Delaware, the executives must havebeen recommended by the CEO and approved by the Board, or beenapproved previously for participation in the Debtors' BusinessOptimization Bonus Plan, to participate in the ExecutiveIncentive Plan. The EIP replaces the BOB Plan adopted in January2006.

The EIP provides that the 2007 base salaries of the executives,excluding the CEO and president, will not be increased by morethan 25% of their 2006 base salary. The 2007 base salary of theDebtor's president will not be increased by more than 40% of his2006 base salary.

There are two components of the EIP - the Incentive Payments andthe Non-Complete Agreement.

Executives are eligible to earn incentive payments tied tooperating performance based on earnings before interest, taxes,depreciation, amortization and reorganization related expenses(EBITDA), which is measured quarterly starting in the fourthquarter of 2006 through the fourth quarter of 2007.

If the Debtors' performance in each quarter exceeds by 110% theprojected EBITDA set forth in the revised 2006 budget forecast orthe 2007 budget to be delivered to the DIP Lenders in the nearterm, each Executive is eligible to earn up to 20% of hisapplicable annual base salary per quarter -- his target bonus.

To the extent the Debtors' performance is between 100% and 110%of the applicable budget, each Executive would receive 90% of theTarget Bonus. And if the Debtors' performance is equal to orgreater than 80% but less than 100% of the applicable budget,each Executive would receive 70% of the Target Bonus.

To protect the Debtors from competition from the Executives andto avoid litigation regarding the enforceability of prepetitionemployment agreements, within 30 days of the Court's approval ofthe EIP, each Executive identified by the CEO as either Level Aor Level B employee has the option to execute a non-competeagreement.

The Executive may execute a Non-Compete Agreement for a term of12 months from the earlier of (i) confirmation of the Debtors'Chapter 11 Plan, (ii) Court approval of the sale of the Debtors'assets, and (iii) and termination of the Executive's employment.

In consideration of the Executive's execution of the Non-CompeteAgreement, which the Debtors could assign to a buyer, theExecutive is entitled to a lump sum payment payable upon theearlier of the date the Court (a) confirms the Debtors' Plan thataddresses substantially all of the Debtors' assets, and (b)approves a sale of all of the Debtors' assets.

Level A Employees will have a Non-Compete Payment of $150,000,while Level B Employees will have a Non-Compete Payment of$100,000. If the Debtors do not emerge from bankruptcy by June30, 2007, the applicable Non-Compete Payments of the Executiveswill be decreased by 50%.

Fifty percent of the actual Bonus earned by an Executive in agiven quarter will be paid 45 days after the end of the quarteror as soon as reasonably practicable. The 50% portion of eachBonus earned but not paid will be payable upon the earlier ofMarch 31, 2008, or the termination without cause of theExecutive.

Mr. Brady notes that the lenders under the first lien creditagreement dated June 11, 2003, and the second lien creditagreement dated May 10, 2005, have agreed to "carve out" of theircollateral and superiority claims the amount of any IncentivePayment or Non-Complete Payment earned but not yet paid withrespect to the Executives. He says that the amounts will notreduce any "carve outs" provided for in the Debtors' Chapter 11cases.

The Debtors anticipate that there will be seven participants inthe EIP. Mr. Brady says that under the EIP, an Executive canearn an equivalent of his annual base salary in IncentivePayments. And assuming that the Debtors achieve 100% of eachtarget and that each Level A and Level B Employee elects to enterinto a Non-Compete Agreement, the EIP will have a total cost ofabout $2,632,000.

According to Mr. Brady, the cost of the EIP is not onlyreasonable and in the best interest of the estates, it isreasonably modest when compared to the degradation in enterprisevalue that is likely to occur if the Debtors cannot properlyincentivize the Executives.

The Debtors believe that the EIP is the most effective and cost-efficient means of retaining and motivating the Executives whileachieving the best possible outcome for their stakeholders.

Based in Greenville, Pennsylvania, Werner Holding Co. (DE) Inc.aka Werner Ladder Co. -- http://www.wernerladder.com/-- manufactures and distributes ladders, climbing equipment andladder accessories. The company and three of its affiliates filedfor chapter 11 protection on June 12, 2006 (Bankr. D. Del. CaseNo. 06-10578). The Debtors are represented by the firm of WillkieFarr & Gallagher LLP as lead counsel and the firm of Young,Conaway, Stargatt & Taylor LLP as co-counsel. Rothschild Inc. isthe Debtors' financial advisor. The Official Committee ofUnsecured Creditors is represented by the firm of Winston & StrawnLLP as lead counsel and the firm of Greenberg Traurig LLP as co-counsel. Jefferies & Company serves as the Creditor Committee'sfinancial advisor. At March 31, 2006, the Debtors reported totalassets of $201,042,000 and total debts of $473,447,000. TheDebtors's exclusive period to file a plan expires on Jan. 15,2007. (Werner Ladder Bankruptcy News, Issue No. 16; BankruptcyCreditors' Service Inc. http://bankrupt.com/newsstand/or 215/945-7000)

In 2005, the Debtors decided to transfer their operations fromthe relatively high cost Chicago Facility to their facility inJuarez, Mexico. At the end of the transition, the ChicagoFacility will be closed and substantially all of the employeeswill be terminated. The Debtors anticipate their operationalrestructuring to be completed in the first quarter of 2007.

Currently, there are about 432 hourly employees at the ChicagoFacility, of which 429 are members of the Allied ProductionWorkers Union Local No. 12, AFL, CIO. To insure the continuedproductivity at the Chicago Facility, the Debtors and the ChicagoUnion had entered into a new collective bargaining agreement toreplace their original CBA that expired on July 17, 2006. Thenew CBA took effect on July 18, 2006.

The Troubled Company Reporter on Nov. 27, 2006, relates that JoelA. Waite, Esq., at Young, Conaway, Stargatt & Taylor, LLP, inWilmington, Delaware, told the Court that neither the Original CBAnor the Current CBA provided the Chicago Union Employees with acontractual right to severance payments.

Mr. Waite said that pursuant to a Final Settlement andRecommendation dated Aug. 8, 2006, between the Debtors and theChicago Union, the Debtors agreed that in the event of a noticeof mass layoff or plant shutdown under the Worker Adjustment andRetraining Act of 1998, they would negotiate to implement aseverance program for the Chicago Union Employees.

In September 2006, the Debtors notified their employees at theChicago Facility of their intention to cut up to 230 jobs byNovember. In October 2006, the Debtors sent another noticeindicating their intention to eliminate up to 100 additionalemployees beginning Dec. 17, 2006.

Chicago Union Employee Severance Program

Under the Chicago Union Employee Severance Program, as negotiatedby the parties, calculation of the severance payments due at thetime of separation would be done by multiplying the number ofcompleted years of service by the appropriate severancemultiplier.

According to Mr. Waite, the total maximum cost of the ChicagoSeverance Program would be around $751,240 for the 429 ChicagoUnion Employees.

Mr. Waite noted that the Chicago Union Employees are a criticalpart of the operational restructuring that is currently underway,and the most effective way to incentivize them to continueworking for the Debtors is to provide the Severance Payments upontheir termination.

The Debtors also believe that making the Severance Payments tothe employees who will lose their jobs in the near future isnecessary to sustain the morale of the remaining employees whootherwise might leave during the critical stage of the Debtors'bankruptcy cases.

Based in Greenville, Pennsylvania, Werner Holding Co. (DE) Inc.aka Werner Ladder Co. -- http://www.wernerladder.com/-- manufactures and distributes ladders, climbing equipment andladder accessories. The company and three of its affiliates filedfor chapter 11 protection on June 12, 2006 (Bankr. D. Del. CaseNo. 06-10578). The Debtors are represented by the firm of WillkieFarr & Gallagher LLP as lead counsel and the firm of Young,Conaway, Stargatt & Taylor LLP as co-counsel. Rothschild Inc. isthe Debtors' financial advisor. The Official Committee ofUnsecured Creditors is represented by the firm of Winston & StrawnLLP as lead counsel and the firm of Greenberg Traurig LLP as co-counsel. Jefferies & Company serves as the Creditor Committee'sfinancial advisor. At March 31, 2006, the Debtors reported totalassets of $201,042,000 and total debts of $473,447,000. TheDebtors's exclusive period to file a plan expires on Jan. 15,2007. (Werner Ladder Bankruptcy News, Issue No. 16; BankruptcyCreditors' Service Inc. http://bankrupt.com/newsstand/or 215/945-7000)

"The outlook revision reflects the meaningful expected increase inWII's debt leverage in connection with Olympus Partners' planned$296 million acquisition of the company amid the housingdownturn," said Standard & Poor's credit analyst Lisa Tilis.

Standard & Poor's have concerns about the duration and severityof the downturn in residential new construction as well ascontinued uncertainty regarding the impact of the slowdown onremodeling demand. WII began to experience softer earnings in thethird quarter of 2006. If housing markets do not begin to recoverin the second half of 2007, the company's cash flow couldbecome negative and credit measures could be weaker than expectedfor the ratings.

"Alternatively, we could revise the outlook to stable if thecompany can generate consistent margins and positive free cashflow despite a more aggressive capital structure and the marketchallenges ahead."

* AlixPartners Promotes 12 New Managing Directors-------------------------------------------------AlixPartners has announced the promotions of 12 new managingdirectors effective Jan. 1, 2007:

"The promotion of these highly-respected professionals is inresponse to the growing demand for the hands-on, consensualapproach that is the hallmark of AlixPartners and whichdrives our clients' success."

Ms. Barlow, who is based in London, joined AlixPartners in May2003 from an interim management role at Marconi plc, where she ledglobal liquidity initiatives in support of its restructuring. Shewas previously a Director in the Corporate Finance andRestructuring practices at Arthur Andersen.

Ms. Barlow has more than 15 years of experience working withcompanies that face significant operational and financialchallenges. She has held interim management and advisory roles,developing and implementing crisis stabilization, turnaround andoperational improvement plans for public and private companies.

Her experience includes serving as joint Chief RestructuringOfficer at Stolt Offshore SA, a global offshore oil servicesbusiness that completed an $844 million restructuring of its debtand other facilities. She is a graduate of Oxford University, aChartered Accountant, and SFA Securities Representative. She isthe co-author of Leading Corporate Turnaround, and a guestlecturer for the MBA program at London Business School.

Based in Chicago, Mr. Castellano brings a unique set of skills toAlixPartners from both his experience as a Manager in StrategicAdvisory Services at Ernst & Young and as a CorporateBudgeting/Planning and Product/Cost Manager for the Sweetheart CupCompany, Inc.

Since joining the firm in June 1998, he has been an integral partof such engagements as ANC, Mirant, New World Pasta, Peregrine,and his current assignment at Calpine Corporation. He specializesin designing and implementing business turnarounds and providingcrisis interim management, but he also has a strong background instrategic restructuring and hands-on implementation.

He was graduated from DePaul University with a B.S. degree incommerce and accounting, and earned his MBA from the KelloggSchool of Management at Northwestern University, with anemphasis in finance and strategic management. He is also a CPA.

Mr. Cipione joined AlixPartners in April 2001 and is based in thefirm's Dallas office. He has more than 15 years of experience indesigning and implementing technology solutions focused on solvingfinancial, operational, and litigation problems. He is currentlyfocusing on implementing litigation technology strategies forcorporate clients.

Mr. Cipione designed a variety of technology solutions for clientsinvolved in regulatory investigations and litigations. Thesesolutions include custom-designed, complex data analytics andreporting, as well as a full suite of electronic discoverysolutions. He has also helped companies such as WorldCom, Kmart,and Fleming with various aspects of their restructurings.

His career began with Arthur Andersen, and he later formed his ownconsulting company, specializing in software development to solvecomplex analytical and reporting problems. He received hisbachelor's degree in chemistry and his MBA degree from Texas A&MUniversity.

Mr. Finley joined AlixPartners' New York office in October 2004.He has over 20 years of industry and consulting experience.Before joining the firm, he was a Vice President in the OperationsService practice with A.T. Kearney, where he co-led their globalsupply chain offering. He has a successful track record ofexecuting high-impact, complex projects and deliveringresults for operation-intensive clients. His distinctivecompetencies include supply chain strategy, asset effectiveness,logistics management, and inventory optimization.

Before management consulting, Mr. Finley ran manufacturingoperations for Rockwell Automation in Milwaukee. He holds aBachelor of Mechanical Engineering degree from the GeorgiaInstitute of Technology, and an MBA from Marquette University inMilwaukee. He is a licensed Professional Engineer and a CertifiedProduction and Inventory Manager. He is also a member of theCouncil of Supply Chain Management Professionals.

Mr. Folse joined the Dallas office of AlixPartners in May 2001.He is an experienced information technology professional withexpertise in workflow analysis, the redesign and consolidation ofbusiness processes, and the negotiation and resolution of complexbusiness disputes. He is currently focused on maneuvering largeclients through the Chapter 11 reorganization process. He alsoprovides testimony and other support for a variety of bankruptcyissues. His key clients include Cable & Wireless, CalpineCorporation, Exide, Fleming, Genuity, and Sunterra.

Before joining AlixPartners, he worked for 14 years at DFMCCorporation, where he was an Executive Vice President/COO/CTO. Hebegan his career as a programmer/analyst for Trinity Industries,Inc. Mr. Folse earned a bachelor's degree in businessadministration with concentrations in statistical methods andcomputer science from Louisiana State University.

Mr. Grantham has been a member of the London office ofAlixPartners since joining in November 2005. He is a financialexpert with more than 15 years of experience as a forensicaccountant and expert witness in valuation, breach of contract andloss of profits, acquisitions and disposals, minority shareholderand joint venture disputes, matrimonial disputes and post-acquisition disputes. He has testified in court and othertribunals in the UK and in international arbitrations inconnection with significant commercial disputes.

Before joining AlixPartners, he was a director in the ForensicDepartment of KPMG and led their Engineering & Construction team.Previously, he was in the Disputes Analysis & Investigations teamwith PricewaterhouseCoopers.

He graduated with honors with a BSC degree in mathematics fromNottingham University, and is a Fellow of the Institute ofChartered Accountants in England and Wales as well as a Governorand the Assistant Treasurer of the Expert Witness Institute.

Before joining the firm's London office in October 2004, Mr.Hutchinson was with A.T. Kearney and before that Coopers & Lybrandleading manufacturing and supply chain improvement projects forglobal clients. He also served as an Operations Manager forPhillips Imperial Petroleum and ICI Chemicals & Polymers. He hasover 20 years of industry and consulting experience in operationsmanagement across a range of industry sectors including specialtychemicals, food and FMCG products, packaging, construction,pharmaceuticals, refining and petrochemicals.

He obtained a master's degree in engineering science from OxfordUniversity and is a member of the Institute of MechanicalEngineers. He has also previously served as a member of theOperations Excellence Board of global chemicals company, ICI.

Mr. Jung joined the New York office in November 2005. Hepossesses a diverse background in investigations due diligence,audit, finance, and credit with more than 25 years of experiencein various industries such as consumer goods, retail,distribution, aerospace, heavy manufacturing, telecom,agriculture, textile and apparel, energy, finance companies, andhealthcare.

He has conducted a variety of financial investigations, reviews ofbusiness operations, and analyses of complex structuredfinancings. Before joining AlixPartners, he was with JPMorgan asCOO for Chase Business Credit, where he built and managed aspecialized due diligence and asset-based banking group within theInvestment Bank and Credit organizations, providing structuring,due diligence, asset valuation, and advisory services forleveraged or distressed clients. He is a CPA and holds abachelor's degree in accounting from Syracuse University.

Based in Chicago, Mr. Maurer joined AlixPartners in March 2005.He is recognized as a subject matter expert in manufacturing, andhas expertise in operations improvement, product development, andsupply chain management across a range of industries includingautomotive, manufacturing and food processing.

Before joining AlixPartners, he was a Principal with A.T.Kearney, where he led the Innovation & Product Developmentpractice for North America. He has also held positions with theconsulting group George Group, Inc. and Lockheed Martin TacticalAircraft Systems. He holds a bachelor's degree and master'sdegree in mechanical engineering from the University of Iowa andan MBA from the College of William and Mary.

Mr. Ohl joined AlixPartners' Munich office in May 2004. With morethan 13 years of global business experience, he provides hands-onoperational consulting to the automotive, assembly, and high-techindustries. His expertise includes efficiency improvement andcost management, as well as product development, purchasing, andsupply chain management.

Before joining AlixPartners, he was an Associate Principal withMcKinsey & Co. in Hamburg, Cleveland, and Detroit, where he co-ledits Automotive & Assembly and Operations Effectiveness practices.Prior to that, he worked with DaimlerChrysler. He also co-foundedthe McKinsey cost management initiative and invented the"Integrated Cost Reduction" approach for reducing andmanaging total product cost. He holds a Master of EconomicEngineering degree from the University of Karlsruhe, Germany, andearned his PhD in "Planning and Forecasting in the AutomotiveIndustry."

Mr. Petizon was a founding member of the firm's Paris office whenhe joined in January 2006, and his ability to manage complexassignments has helped establish a strong AlixPartners presence inParis. He has 15 years of experience in strategy andorganization, research and development, strategic sourcing, andpost-merger integration in industries such as automotive,assembly, and utilities.

Before joining AlixPartners, he was with A.T. Kearney where heworked in the firm's Paris, New York, and Detroit offices. Whileat A.T. Kearney, he was in charge of the Automotive and Assemblypractice for Southwest Europe. Before that, he worked at ThalSs,the French electronics defense group. Petizon holds an MSc degreein electrical engineering and an MBA from HEC Business School inParis.

Mr. Schauwecker joined the Dsseldorf office of AlixPartners inMarch 2005. His experience includes operational and financialrestructuring, cost management, business planning, liquidityplanning, project management and implementation. He has worked ina wide array of industries, including information technology,media, consumer goods, construction and real estate management,and he has served in a variety of interim roles, such as ChiefRestructuring Officer and Chief Financial Officer.

Before joining AlixPartners, he was a partner with Roland Bergerin Munich. Before that, he was with Kraft Jacobs Suchard (PhillipMorris Group), serving in a variety of marketing and salespositions with increasing responsibility. Mr. Schauwecker studiedeconomics at Westfalische Wilhelms Universitat Munster, and therehe received his Diplom-Kaufmann in marketing.

* Baird Opens New Corporate Restructuring Investment Banking Group------------------------------------------------------------------Baird has launched a new Corporate Restructuring InvestmentBanking group to provide equity and debt financing and M&Aadvisory services to financially distressed companies as they seekto reorganize.

William G. Welnhofer, formerly a principal at the Chicago-basedinvestment-banking firm Starshak Welnhofer & Co., has joined thefirm as Managing Director to lead the new effort.

"The addition of the Corporate Restructuring group positions Bairdto provide financial guidance to our clients throughout theeconomic cycle," said Steven G. Booth, head of investment bankingfor the firm. "Bill and his team bring a long history ofsuccessfully guiding companies through the challenges andcomplexities of restructuring which will add terrific value to thefirm and our clients."

"As one of the country's leading middle market investment bankingfirms, Baird has terrific resources, an outstanding reputation,and a fantastic presence across all its markets," Mr. Welnhofersaid.

"Though reorganizations can be challenging, they are also a greatopportunity to add value for clients. I look forward to workingwith the team here to help grow the firm's corporate restructuringcapabilities."

Before joining Baird, Mr. Welnhofer spent nearly 17 years withStarshak Welnhofer, where he managed the bankruptcyreorganizations of companies like AstroTurf Industries, Inc.,London Fog Industries, and Dairy Mart Convenience Stores thatcollectively involved the sale of numerous businesses and therestructuring of billions of dollars of debt. Before founding thefirm, Mr. Welnhofer was a partner in the Chicago law firm McBride,Baker & Coles.

Mr. Welnhofer holds a B.A. in economics, an M.B.A., and a J.D.degree, all from Northwestern University. He has been a member ofthe Illinois Bar since 1980.

About Baird

Baird is an international investment bank focused on the middlemarket. More than 100 investment banking professionals in theU.S. and Europe provide corporations with in-depth marketknowledge and extensive experience in merger and acquisition andequity financing transactions. Over the past 10 years, Baird hasadvised on 380 M&A transactions totaling approximately$50 billion, with more than 20 % of M&A activity involving cross-boarder transactions, and has served as lead or co-manager onapproximately 250 equity offerings totaling $34 billion.

Baird is an employee-owned, international wealth management,capital markets, private equity and asset management firm withoffices in the United States, Europe, and Asia.

Established in 1919, Baird has more than 2,200 associates servingthe needs of individual, corporate, institutional and municipalclients. Baird oversees and manages client assets of nearly$70 billion. Baird was recognized as one of FORTUNE magazine's"100 Best Companies to Work For" in 2004, 2005, 2006, and 2007.Baird's principal operating subsidiaries are Robert W. Baird & Co.in the United States and Robert W. Baird Group Ltd. in Europe.Baird also has an operating subsidiary in Asia supporting Baird'sprivate equity operations.

Robert W. Baird & Co. is a member of the New York Stock Exchangeand other principal exchanges and the Securities InvestorProtection Corporation. Robert W. Baird Ltd. and Baird CapitalPartners Europe Ltd. are authorized and regulated in the UnitedKingdom by the Financial Services Authority.

* Edward Weisfelner Named 2006 Outstanding Restructuring Lawyer---------------------------------------------------------------Brown Rudnick Berlack Israels LLP has announced that Edward S.Weisfelner, Esq., Chair of the firm's Bankruptcy and CorporateRestructuring Practice Group, has been named to the 2006 list ofOutstanding Restructuring Lawyers by Turnarounds & Workouts.Recognized for his individual achievements in bankruptcy andcorporate restructuring, Mr. Weisfelner is one of only 12attorneys in the country to be selected for this prestigious list.He is also a three-time recipient of this award.

Mr. Weisfelner has extensive experience representing official andunofficial creditors' and equity holders' committees, individualcreditors, indenture trustees, equity holders, and other partiesin in-court and out-of-court restructurings. He also representsbuyers of assets and claims in Chapter 11 proceedings and hasserved as a court appointed mediator and examiner. He is a memberof the American Bankruptcy Institute, the New York and AmericanBar Associations, and the Turnaround Management Association.

-- Mirant Corporation: led a team of Brown Rudnick lawyers in the representation of the Official Equity Committee, overcoming an estimated $2 billion alleged shortfall in creditor recoveries to deliver equity and warrants with an estimated market value of over $750 million. The stock has traded up over 26% since it first began trading after emergence.

-- Adelphia Communications: represents Ad Hoc Committees of Trade Creditors at both the operating and holding company levels of the capital structure. Successfully negotiated for 8% postpetition interest for operating trade creditors who are the only operating company creditors to have earned back the entire amount of give-backs to the holding company creditors in support of consensual plan.

-- US Gypsum: represents the Ad Hoc Committee of Trade Creditors, comprised of institutions that hold a significant percentage of the debtors' outstanding trade debt and that oppose the debtors' proposed plan of reorganization.

-- Global Power Equipment Group: represents the Official Committee of Equity Security Holders in this Delaware Chapter 11 case. Global Power Equipment Group provides power generation equipment for customers in the domestic and international energy and power infrastructure industries. The company employs more than 3,000 individuals world wide, and lists assets exceeding $300 million and liabilities exceeding $250 million.

The Brown Rudnick Center for the Public Interest -- http://www.brownrudnickcenter.com/-- is a measure of the Firm's strong commitment to the community and serves as an umbrellaentity encompassing the Firm's pro bono legal work, charitablegiving, community involvement and public interest efforts.

Monday's edition of the TCR delivers a list of indicative pricesfor bond issues that reportedly trade well below par. Prices areobtained by TCR editors from a variety of outside sources duringthe prior week we think are reliable. Those sources may not,however, be complete or accurate. The Monday Bond Pricing tableis compiled on the Friday prior to publication. Prices reportedare not intended to reflect actual trades. Prices for actualtrades are probably different. Our objective is to shareinformation, not make markets in publicly traded securities.Nothing in the TCR constitutes an offer or solicitation to buy orsell any security of any kind. It is likely that some entityaffiliated with a TCR editor holds some position in the issuers'public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies withinsolvent balance sheets whose shares trade higher than $3 pershare in public markets. At first glance, this list may look likethe definitive compilation of stocks that are ideal to sell short.Don't be fooled. Assets, for example, reported at historical costnet of depreciation may understate the true value of a firm'sassets. A company may establish reserves on its balance sheet forliabilities that may never materialize. The prices at whichequity securities trade in public market are determined by morethan a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in eachWednesday's edition of the TCR. Submissions about insolvency-related conferences are encouraged. Send announcements toconferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed chapter 11cases involving less than $1,000,000 in assets and liabilitiesdelivered to nation's bankruptcy courts. The list includes linksto freely downloadable images of these small-dollar petitions inAcrobat PDF format.

Each Friday's edition of the TCR includes a review about a book ofinterest to troubled company professionals. All titles areavailable at your local bookstore or through Amazon.com. Go tohttp://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday editionof the TCR.

For copies of court documents filed in the District of Delaware,please contact Vito at Parcels, Inc., at 302-658-9911. Forbankruptcy documents filed in cases pending outside the Districtof Delaware, contact Ken Troubh at Nationwide Research &Consulting at 207/791-2852.

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